AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON APRIL 28, 1995
1933 ACT FILE NO. 33-61314
1940 ACT FILE NO. 811-7654
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM N--1A
REGISTRATION STATEMENT
UNDER
SECURITIES ACT OF 1933 |X|
POST-EFFECTIVE AMENDMENT NO. 2 |X|
AND/OR
REGISTRATION STATEMENT
UNDER
THE INVESTMENT COMPANY ACT OF 1940
AMENDMENT NO. 3 |X|
THE WRIGHT MANAGED BLUE CHIP SERIES TRUST
(Exact Name of Registrant as Specified in Charter)
24 FEDERAL STREET, BOSTON, MASSACHUSETTS 02110
(Address of Principal Executive Offices)
617-482-8260
(Registrant's Telephone Number)
H. DAY BRIGHAM, JR.
24 FEDERAL STREET, BOSTON, MASSACHUSETTS 02110
(Name and Address of Agent for Service)
It is proposed that this filing will become effective on May 1, 1995 pursuant to
paragraph (b) of Rule 485.
The exhibit index required by Rule 483(a) under the Securities Act of 1933 is
located on page __ in the sequential numbering system of the manually signed
copy of this Registration Statement.
The Registrant has filed a Declaration pursuant to Rule 24f-2 and on February
24, 1995 filed its "Notice" as required by that Rule for the fiscal year
ended December 31, 1994.
<PAGE>
This Amendment to the registration statement on Form N-1A consists of the
following documents and papers:
Cross Reference Sheet required by Rule 481(a) under Securities Act of 1933
Part A -- The Prospectus
Part B -- The Statement of Additional Information
Part C -- Other Information
Signatures
Exhibit Index required by Rule 483(a) under the Securities Act of 1933
Exhibits
<PAGE>
THE WRIGHT MANAGED BLUE CHIP SERIES TRUST
CROSS REFERENCE SHEET SHOWING LOCATION IN PROSPECTUS
AND STATEMENT OF ADDITIONAL INFORMATION
OF INFORMATION REQUIRED BY ITEMS OF THE REGISTRATION FORM
<TABLE>
<CAPTION>
FORM N-1A LOCATION IN PROSPECTUS OR
ITEM NUMBER AND CAPTION STATEMENT OF ADDITIONAL INFORMATION
<S> <C>
1. Cover Page............................................... Prospectus - Cover Page
2. Synopsis................................................. Prospectus - Expense Table
3. Condensed Financial Information.......................... Financial Highlights
4. General Description of Registrant........................ Prospectus - Investment Objectgives and Policies; Management of
the Trust; Organization and Capitalization of the Trust
5. Management of the Trust.................................. Prospectus - Management of the Trust
5a. Management's Discussion of Fund Performance.............. Not Applicable
6. Capital Stock and Other Securties........................ Prospectus - Investment Objectives and Policies; Net Asset Value
7. Purchase of Securities Being Offered..................... Prospectus - Net Asset Value; Dividends, Distributions and Taxes;
Purchase and Redemption of Shares
8. Redemption or Repurchase................................. Prospectus - Purchase and Redemption of Shares
9. Pending Legal Proceedings................................ Not Applicable
10. Cover Page............................................... Statement of Additional Information - Cover Page
11. Table of Contents........................................ Statement of Additional Information - Cover Page
12. General Information and History.......................... Statement of Additional Information - Cover Page; General
Information
13. Investment Objectives and Policies....................... Statement of Additional Information - Investment Objectives and
Policies; Investment Restrictions
14. Management of the Trust.................................. Statement of Additional Information - Management of the Trust
15. Control Persons and Principal Holders of Securities...... Statement of Additional Information - Management of the Trust
16. Investment Advisory and Other Services................... Statement of Additional Information - Management of the Trust
17. Brokerage Allocation and Other Practices................. Statement of Additional Information - Portfolio Transactions
18. Capital Stock and Other Securities....................... Statement of Additional Information - General Information; Net
Asset Value
19. Purchase Redemption and Pricing of Securities Being Offered Statement of Additional Information - Net Asset
Value
20. Tax Status............................................... Statement of Additional Information - Taxes
21. Underwriters............................................. Not Applicable
22. Calculation of Performance Data.......................... Statement of Additional Information - Performance Information
23. Financial Statements..................................... Financial Statements
</TABLE>
PART A
INFORMATION REQUIRED IN A PROSPECTUS
PROSPECTUS
THE WRIGHT MANAGED BLUE CHIP SERIES TRUST
24 FEDERAL STREET, BOSTON, MA 02110
The Wright Managed Blue Chip Series Trust (the "Trust") is a diversified,
open-end management investment company, that is designed to be the funding
vehicle for various insurance contracts to be offered by PFL Life Insurance
Company and other participating insurance companies. Shares of the Trust will be
offered exclusively to the separate accounts of such insurance companies. Six
managed investment portfolios of the Trust (the "Portfolios") and their
investment objectives are described below. INVESTMENTS IN THE PORTFOLIOS ARE NOT
GUARANTEED OR INSURED BY THE U.S. GOVERNMENT, THE FEDERAL DEPOSIT INSURANCE
CORPORATION, THE FEDERAL RESERVE BOARD OR ANY OTHER GOVERNMENT AGENCY. SHARES OF
THE PORTFOLIOS ARE NOT OBLIGATIONS OR DEPOSITS OF, OR GUARANTEED OR ENDORSED BY,
ANY BANK OR OTHER INSURED DEPOSITORY INSTITUTION. THERE IS NO ASSURANCE THAT THE
WRIGHT MANAGED MONEY MARKET PORTFOLIO WILL BE ABLE TO MAINTAIN A STABLE NET
ASSET VALUE OF $1.00 PER SHARE. SHARES OF THE PORTFOLIOS INVOLVE INVESTMENT
RISKS, INCLUDING FLUCTUATIONS IN VALUE AND THE POSSIBLE LOSS OF SOME OR ALL OF
THE PRINCIPAL INVESTMENT.
WRIGHT MANAGED MONEY MARKET PORTFOLIO (WMMP)* seeks high current income, to
the extent consistent with the preservation of capital and maintenance of
liquidity, by investing in high-quality money market instruments. The Portfolio
seeks to maintain a stable net asset value of $1.00 per share.
WRIGHT NEAR TERM BOND PORTFOLIO (WNTBP) seeks high total return, to the
extent consistent with reasonable safety, by investing primarily in debt
securities directly issued or guaranteed by the U.S. Government. The Portfolio
expects to maintain an average weighted portfolio maturity of five years or
less.
WRIGHT GOVERNMENT OBLIGATIONS PORTFOLIO (WGOP)* seeks high total return, to
the extent consistent with reasonable safety, by investing primarily in debt
securities directly issued or guaranteed by the U.S. Government. The Portfolio's
average weighted maturity is expected to range from 10 to 25 years.
WRIGHT TOTAL RETURN BOND PORTFOLIO (WTRBP) seeks high total return,
consisting of current income and capital appreciation, by investing primarily in
obligations issued or guaranteed by the U.S. Government and its agencies or
instrumentalities and in high-grade corporate debt securities of any maturity.
WRIGHT SELECTED BLUE CHIP PORTFOLIO (WSBCP) seeks long-term capital
appreciation and, as a secondary objective, reasonable current income by
investing primarily in equity securities of well-established U.S. companies that
meet the investment adviser's quality standards.
WRIGHT INTERNATIONAL BLUE CHIP PORTFOLIO (WIBCP) seeks long-term capital
appreciation by investing primarily in equity securities of well-established,
non-U.S. companies that meet the investment adviser's quality standards.
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE
COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE ACCURACY OR
ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL
OFFENSE.
This Prospectus sets forth concisely the information about the Trust and
the Portfolios that a prospective investor should know before investing. Please
read the Prospectus and retain it for future reference. Additional information
contained in a Statement of Additional Information dated May 1, 1995 has been
filed with the Securities and Exchange Commission and is available upon request
without charge from Wright Investors' Service Distributors, Inc., 1000 Lafayette
Boulevard, Bridgeport, Connecticut 06604 (Telephone: 800-888-9471). The
Statement of Additional Information is incorporated by reference into this
Prospectus.
The date of this Prospectus is May 1, 1995.
*As of the date of this Prospectus, this Portfolio has not commenced operations.
<PAGE>
THE WRIGHT MANAGED BLUE CHIP SERIES TRUST
24 Federal Street
Boston, MA 02110
- -------------------------------------------------------------------------------
INVESTMENT ADVISER
Wright Investors' Service
1000 Lafayette Boulevard
Bridgeport, Connecticut 06604
ADMINISTRATOR
Eaton Vance Management
24 Federal Street
Boston, Massachusetts 02110
CUSTODIAN AND TRANSFER AGENT
Investors Bank & Trust Company
24 Federal Street
Boston, Massachusetts 02110
AUDITORS
Deloitte & Touche LLP
125 Summer Street
Boston, Massachusetts 02110
TABLE OF CONTENTS
----------------------------------------------------------------------------
PAGE
EXPENSE TABLE...................................... 3
FINANCIAL HIGHLIGHTS............................... 5
THE TRUST.......................................... 7
INVESTMENT OBJECTIVES AND POLICIES................. 8
Wright Managed Money Market Portfolio (WMMP)...... 8
Wright Near Term Bond Portfolio (WNTBP)........... 8
Wright Government Obligations Portfolio (WGOP).... 9
Wright Total Return Bond Portfolio (WTRBP)........ 9
Wright Selected Blue Chip Portfolio (WSBCP)....... 9
Wright International Blue Chip Portfolio (WIBCP).. 10
OTHER INVESTMENT POLICIES.......................... 11
SPECIAL INVESTMENT CONSIDERATIONS.................. 12
MANAGEMENT OF THE TRUST............................ 15
The Investment Adviser............................ 15
The Administrator................................. 18
NET ASSET VALUE.................................... 19
DIVIDENDS, DISTRIBUTIONS
AND TAXES......................................... 20
PURCHASE AND REDEMPTION
OF SHARES......................................... 20
PERFORMANCE INFORMATION............................ 21
ORGANIZATION AND
CAPITALIZATION OF THE TRUST....................... 22
ADDITIONAL INFORMATION............................. 23
Custodian and Transfer Agent...................... 23
Independent Auditors.............................. 23
- -------------------------------------------------------------------------------
NO PERSON HAS BEEN AUTHORIZED TO GIVE ANY INFORMATION OR TO MAKE ANY
REPRESENTATION NOT CONTAINED IN THIS PROSPECTUS AND, IF GIVEN OR MADE, SUCH
INFORMATION OR REPRESENTATION MUST NOT BE RELIED UPON AS HAVING BEEN
AUTHORIZED. THIS PROSPECTUS DOES NOT CONSTITUTE AN OFFERING OF ANY SECURITIES
OTHER THAN THE REGISTERED SECURITIES TO WHICH IT RELATES OR AN OFFER TO ANY
PERSON IN ANY STATE OR JURISDICTION OF THE UNITED STATES OR ANY COUNTRY WHERE
SUCH OFFER WOULD BE UNLAWFUL.
<PAGE>
SHAREHOLDER AND FUND EXPENSES -- WRIGHT MANAGED BLUE CHIP SERIES TRUST
The following table of fees and expenses is provided to assist investors in
understanding the various costs and expenses which may be borne directly or
indirectly by an investment in each Portfolio of the Trust. The percentages
shown below representing total operating expenses are based on actual expenses
for the fiscal year ended December 31, 1994 for the Wright Selected Blue Chip,
Near Term Bond, Total Return Bond, and International Blue Chip Portfolios. For
Wright Money Market and Wright Government Obligations Portfolios, the
percentages shown below are based on estimated expenses for the fiscal year
ended December 31, 1995 adjusted to reflect voluntary expense limitations of
0.45% and 0.90%, respectively, of average net assets.
<TABLE>
<CAPTION>
Wright Wright Wright Wright Wright Wright
Money Near Term Government Selected Total Return International
Market Bond Obligations Blue Chip Bond Blue Chip
Portfolio Portfolio Portfolio Portfolio Portfolio Portfolio
(WMMP) (WNTBP) (WGOP) (WSBCP) (WTRBP) (WIBCP)
- -----------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Shareholder Transaction Expenses None None None None None None
Annualized Fund Operating Expenses
(as a percentage of average daily
net assets)
Investment Adviser Fee
(after fee reduction)[1] 0.25% 0.00% 0.45% 0.00% 0.00% 0.00%
Other Expenses (after expense
reduction, including administration
fee of .05%)[2] 0.20% 0.90% 0.45% 1.15% 0.90% 1.85%
Total Operating Expenses[3] 0.45% 0.90% 0.90% 1.15% 0.90% 1.85%
- -----------------------------------------------------------------------------------------------------------------------
<FN>
(1) After reduction by Investment Adviser. If no reductions were made,
investment advisory fees would have been as follows: WSBCP - 0.65%; WNTBP -
0.45%; WTRBP - 0.45%; and WIBCP - 0.80% of each Portfolio's average daily
net assets.
(2) After reduction by Administrator. If no reductions were made, administration
fees would have been 0.05% of each Portfolio's average daily net assets.
After allocation of expenses of each Portfolio's average daily net assets by
the Investment Adviser. If such allocations were not made, Other Expenses
would have amounted to: WSBCP - 2.60%; WNTBP - 4.84%; WTRBP - 6.50%; and
WIBCP - 3.80%.
(3) If no fee reductions or expense allocations were made, the Total Operating
Expenses would have been: WSBCP - 3.30%; WNTBP - 5.34%; WTRBP - 7.00% and
WIBCP - 4.65%.
</FN>
</TABLE>
<PAGE>
EXAMPLE OF FUND EXPENSES
The following is an illustration of the total transaction and operating
expenses that an investor in each Portfolio would bear over different periods of
time, assuming an investment of $1,000, a 5% annual return on the investment and
redemption at the end of each period.
<TABLE>
<CAPTION>
Wright Wright Wright Wright Wright Wright
Money Near Term Government Total Return Selected International
Market Bond Obligations Bond Blue Chip Blue Chip
Portfolio Portfolio Portfolio Portfolio Portfolio Portfolio
- -----------------------------------------------------------------------------------------------------------------------
<C> <C> <C> <C> <C> <C> <C>
1 Year $ 5 $ 9 $ 9 $ 9 $ 12 $ 19
3 Years $14 $ 29 $29 $ 29 $ 37 $ 58
3 Years -- $ 50 -- $ 50 $ 63 $100
3 Years -- $111 -- $111 $140 $217
- -----------------------------------------------------------------------------------------------------------------------
</TABLE>
THE EXAMPLE SHOULD NOT BE CONSIDERED A REPRESENTATION OF ACTUAL PAST
EXPENSES OR FUTURE EXPENSES. ACTUAL EXPENSES MAY BE MORE OR FINANCIAL
HIGHLIGHTSN DEPENDING UPON A VARIETY OF FACTORS INCLUDING THE ACTUAL PERFORMANCE
OF EACH PORTFOLIO.
<PAGE>
FINANCIAL HIGHLIGHTS
The following information, which is on a per share basis for a share outstanding
throughout each period, should be read in conjunction with the audited financial
statements included in the Statement of Additional Information, all of which has
been so included in reliance upon the report of Deloitte & Touche LLP,
independent certified public accountants, as experts in accounting and auditing,
which report is contained in the Portfolios' Statement of Additional
Information. Further information regarding the performance of each Portfolio is
contained in the Portfolio's annual report to shareholders which may be obtained
without charge by contacting Wright Investors' Service Distributors, Inc. at
800-888-9471.
<TABLE>
<CAPTION>
WRIGHT For the Period
TOTAL RETURN Year Ended from 12/7/93 (start of
BOND PORTFOLIO December 31, 1994 business) to 12/31/93[2]
- -----------------------------------------------------------------------------------------------------------
<S> <C> <C>
Net asset value, beginning of year............... $ 9.930 $ 10.000
--------- ---------
Income from Investment Operations:
Net investment income[1]...................... $ 0.398 $ 0.019
Net realized and unrealized loss
on investments.............................. (1.090) (0.070)
------ ------
Total (loss) from investment operations..... $ (0.692) $ (0.051)
--------- ---------
Less Distributions to Shareholders:
From net investment income.................... $ (0.398) $ (0.019)
--------- ---------
Net asset value, end of year..................... $ 8.840 $ 9.930
========= =========
Total Return[3].................................. (7.1%) (0.5%)
Ratios/Supplemental Data:
Net assets, end of year (000 omitted)......... $ 520 $ 167
Ratio of net expenses to average net assets... 0.90% 0.70%[4]
Ratio of net investment income to average
net assets.................................. 4.49% 2.50%[4]
Portfolio Turnover Rate....................... 23% 0%
<FN>
[1]During the year ended December 31, 1994, the operating expenses of the Fund
were reduced either by a reduction of the investment adviser fee, the
administrator fee, and the allocation of expenses to the Adviser, or a
combination of these. Had such actions not been undertaken, the net
investment income per share and the ratios would have been as follows:
Net investment loss per share................. $ (0.111)
========
Ratios (As a percentage of average net assets):
Expenses.................................... 7.00%
====
Net investment loss......................... (1.61%)
=====
[2]Calculations based on average shares outstanding methodology.
[3]Total investment return is calculated assuming a purchase at the net asset
value on the first day and a sale at the net asset value on the last day of
each period reported. Dividends and distributions, if any, are assumed to be
invested at the net asset value on the payable date. The total investment
return does not reflect expenses that apply to the separate account or
related policies. If these charges had been included, the total return would
be reduced.
[4]Annualized.
</FN>
</TABLE>
<PAGE>
FINANCIAL HIGHLIGHTS
For a Share Outstanding For the Period from January 6, 1994 (Start of business)
to December 31, 1994
<TABLE>
<CAPTION>
Near Term Selected International
Bond Blue Chip Blue Chip
Portfolio Portfolio Portfolio
- ----------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Net asset value, beginning of period............. $ 10.000 $ 10.000 $ 10.000
-------- -------- --------
Income from Investment Operations:
Net investment income[1]...................... $ 0.324 $ 0.092 $ 0.031
Net realized and unrealized loss
on investments.............................. (0.670) (0.712) (0.886)
------ ------ ------
Total (loss) from investment operations..... $ (0.346) $ (0.620) $ (0.855)
-------- -------- --------
Less Distributions to Shareholders:
From net investment income.................... $ (0.324) $ (0.060) $ (0.005)
-------- --------- --------
Net asset value, end of period................... $ 9.330 $ 9.320 $ 9.140
======== ======== ========
Total Return[3].................................. (3.2%) (6.2%) (8.1%)
Ratios/Supplemental Data:
Net assets, end of year (000 omitted)......... $ 451 $ 1,452 $ 1,229
Ratio of net expenses to average net assets... 0.90%[2] 1.15%[2] 1.80%[2]
Ratio of net investment income to average
net assets.................................. 3.43%[2] 1.16%[2] 0.19%[2]
Portfolio Turnover Rate....................... 52% 74% 0%
<FN>
[1]During the period ended December 31, 1994, the operating expenses of the Funds
were reduced by a reduction of the investment adviser fee, the administrator
fee, and the allocation of expenses to the Adviser or a combination of these.
Had such actions not been undertaken, the net investment income per share and
the ratios would have been as follows:
Net investment loss per share................ $ (0.095) $ (0.078) $ (0.434)
========== ========= =========
Ratios (As a percentage of average net assets):
Expenses.................................... 5.34%[2] 3.30%[2] 4.65%[2]
======== ======== ========
Net investment loss......................... (1.01%)[2] (0.99%)[2] (2.66%)[2]
========== ========== ==========
[2] Annualized.
[3] Total investment return is calculated assuming a purchase at the net asset
value on the first day and a sale at the net asset value on the last day of
each period reported. Dividends and distributions, if any, are assumed to be
invested at the net asset value on the payable date for WNTBP and on the
record date for WSBCP and WIBCP. The total investment return does not reflect
expenses that apply to the separate account or related policies. If these
charges had been included, the total return would be reduced.
</FN>
</TABLE>
<PAGE>
THE TRUST
The Wright Managed Blue Chip Series Trust (the "Trust") is an open-end
management investment company. The Trust consists of six separate portfolios
(each a "Portfolio"), each of which represents a separate pool of assets and has
different investment objectives and policies. Each Portfolio is a diversified
Portfolio. Additional portfolios may be established in the future.
The Trust is designed to be the funding vehicle for variable insurance
contracts (the "Contracts") to be offered by PFL Life Insurance Company ("PFL")
and other participating insurance companies. Shares of each Portfolio will be
offered exclusively to the separate accounts (the "Accounts") of PFL and other
participating insurance companies. References to PFL also include such other
participating insurance companies. The terms and conditions of the Contracts and
any limitations upon the Portfolios in which the Accounts may invest are set
forth in a separate prospectus. The Trust reserves the right to limit in the
future the types of Accounts that may invest in any Portfolio.
PFL is the record holder of each share of beneficial interest in each
Portfolio of the Trust. Within the limitations set forth in the appropriate
Contract, Contractholders may direct through PFL the allocation of amounts
available for investment under their Contracts among the Trust's Portfolios.
Instructions for any such allocation, or the purchase or redemption of the
shares of any Portfolio, must be made through PFL as the record holder of the
Trust's shares. The rights of PFL as the record holder of shares of a Portfolio
are different from the rights of a Contractholder. The term "shareholder" in
this Prospectus refers to PFL and not to the Contractholder.
Wright Investors' Service ("Wright") acts as investment adviser to each
Portfolio. Eaton Vance Management ("Eaton Vance") acts as administrator to the
Trust.
None of the Portfolios alone constitutes a complete investment program.
- ------------------------------------------------------------------------------
The Prospectuses of the Portfolios are combined in this Prospectus. Each
Portfolio offers only its own shares, yet it is possible that a Portfolio might
become liable for a misstatement in the Prospectus of another Portfolio. The
Trustees have considered this in approving the use of a combined Prospectus.
<PAGE>
INVESTMENT OBJECTIVES AND POLICIES
The investment objectives and policies of each Portfolio are described
below. Such investment objectives and the policies are not fundamental policies
and may be changed by the Trustees without the approval of shareholders. If any
changes were made, a Portfolio might have investment objectives different from
the objectives which a Contractholder considered appropriate at the time of
selecting the Portfolio as the underlying investment for the Contract. There can
be no assurance that any of the Portfolios will be able to achieve its
investment objectives.
WRIGHT MANAGED MONEY MARKET PORTFOLIO
The investment objective of Wright Managed Money Market Portfolio (the
"Money Market Portfolio") is high current income, to the extent consistent with
the preservation of capital and maintenance of liquidity. The Money Market
Portfolio pursues its objective by investing in a diversified portfolio of
high-quality money market securities, including U.S. Treasury bills, notes and
bonds; obligations of U.S. Government agencies and instrumentalities; bank
obligations, including certificates of deposit, time deposits and bankers'
acceptances; commercial paper; and corporate obligations with remaining
maturities of 13 months or less.
The Money Market Portfolio will seek to maintain a net asset value of $1.00
per share, but there can be no assurance that the Money Market Portfolio will be
able to achieve this goal. The Money Market Portfolio's portfolio securities are
valued using the amortized cost method as permitted by a rule of the Securities
and Exchange Commission. The rule requires, among other things, that all
portfolio securities meet certain quality and diversification criteria and have
a maximum remaining maturity at time of purchase of 13 months or less. The Money
Market Port-folio must also maintain a dollar-weighted average portfolio
maturity of not more than 90 days.
The Money Market Portfolio will purchase only commercial paper rated A-1 by
Standard & Poor's Ratings Group ("S&P"), P-1 by Moody's Investors Service, Inc.
("Moody's"), F-1 by Fitch Investors Service, Inc., or Duff-1 by Duff & Phelps
Credit Rating Company or, if not rated, of comparable quality as determined by
the investment adviser. Corporate obligations in which the Money Market
Portfolio may invest wll be rated in one of the two highest rating categories by
one or more of such rating organizations. The Money Market Portfolio's
investments must also satisfy certain investment criteria (the "Wright Quality
Rating Standards") established by the investment adviser. See "Wright Quality
Rating Standards" in the Appendix to the Statement of Additional Information.
For a description of the ratings discussed above, see the Appendix to the
"Statement of Additional Information."
WRIGHT NEAR TERM BOND PORTFOLIO
The investment objective of Wright Near Term Bond Portfolio ("WNTBP") is
high total return, to the extent consistent with reasonable safety. WNTBP seeks
to achieve this objective by investing at least 80% of its net assets, under
normal market conditions, in securities issued by the U.S.
<PAGE>
Government or issued by its agencies and instrumentalities and guaranteed
by the U.S. Government and in repurchase agreements with respect to such
securities. It is expected that WNTBP's portfolio will have an average weighted
maturity of five years or less. WNTBP is designed to appeal to an investor
seeking a level of income that is higher and less variable than that available
from short-term U.S. Government obligations and limited fluctuation of capital
compared to investments in long-term U.S. Government obligations.
WRIGHT GOVERNMENT OBLIGATIONS PORTFOLIO
The investment objective of Wright Government Obligations Portfolio
("WGOP") is high total return, to the extent consistent with reasonable safety.
WGOP seeks to achieve this objective by investing at least 80% of its net
assets, under normal market conditions, in securities issued or guaranteed by
the U.S. Government or issued by its agencies and instrumentalities and
guaranteed by the U.S. Government and in repurchase agreements with respect to
such securities. It is expected that WGOP's portfolio will have an average
weighted maturity ranging from 10 to 25 years. However, the average weighted
maturity of WGOP's portfolio maybe shorter or greater than such range if
determined to be in the best interest of WGOP by the investment adviser. WGOP
does not invest in mortgage-related securities.
WRIGHT TOTAL RETURN BOND PORTFOLIO
The investment objective of Wright Total Return Bond Portfolio ("WTRBP") is
high total return, consisting of current income and capital appreciation. WTRBP
seeks to achieve this objective by investing at least 80% of its net assets,
under normal market conditions, in obligations issued or guaranteed by the U.S.
Government and its agencies or instrumentalities and in high-grade corporate
debt securities. The average weighted maturity of WTRBP's portfolio may vary
depending upon the investment adviser's judgment as to the then current phase of
the interest rate cycle. WTRBP invests in obligations of the U.S. Government,
its agencies and instrumentalities, certificates of deposit of federally insured
banks and corporate obligations rated, at the time of purchase, "A" or better by
S&P or Moody's or if not rated, determined to be of comparable quality by the
investment adviser. Such investments also meet Wright Quality Rating Standards.
WRIGHT SELECTED BLUE CHIP PORTFOLIO
The investment objective of Wright Selected Blue Chip Portfolio ("WSBCP")
is long-term capital appreciation and, as a secondary objective, reasonable
current income. Under normal market conditions, WSBCP invests at least 80% of
its net assets in selected equity securities, including common stocks, preferred
stocks and convertible securities. Securities selected for WSBCP are drawn from
an investment list prepared by the investment adviser and known as The Approved
Wright Investment List (the "AWIL").
APPROVED WRIGHT INVESTMENT LIST. The investment adviser maintains a
proprietary database on approximately 3,000 U.S. companies. The investment
adviser reviews such companies to identify those which, on the basis of at least
five years of audited financial statements, meet the
<PAGE>
minimum standards of prudence (e.g. the value of its assets and
shareholders' equity exceeds certain minimum standards and the company's
operations have been profitable during the last three years) and thus are
suitable for consideration by fiduciary investors. Companies which meet these
requirements may be large or small, have their securities traded on exchanges or
in the over-the-counter market, and include companies not currently paying
dividends on their shares.
These companies are then subjected to extensive analysis and evaluation in
order to identify those which meet the investment adviser's 32 fundamental
standards of investment quality. Only those companies which meet or exceed all
of these standards are eligible for selection by the Wright Investment Committee
for inclusion in the AWIL. See the Appendix to the Statement of Additional
Information for a more detailed description of the investment adviser's
standards for investment quality and the AWIL. All companies on the AWIL are, in
the opinion of the investment adviser, soundly financed "True Blue Chips" with
established records of earnings, profitability and equity growth and active,
liquid markets for their publicly held equity securities. The AWIL normally
includes 250 to 300 companies.
The equity securities in which WSBCP invests are limited to those companies
on the AWIL whose current operations reflect characteristics which have been
identified by the investment adviser as being likely to provide comparatively
superior total investment return over the intermediate term. WSBCP purchases
securities which meet WSBCP's investment criteria and increases the amount of
current investments in companies the market values of which are below their
target values. Portfolio securities are generally considered for sale if the
value of such securities exceeds 2 1/2 times their normal weighting in the
portfolio, or if such securities are no longer included in the AWIL or no longer
meet WSBCP's investment criteria.
WRIGHT INTERNATIONAL BLUE CHIP PORTFOLIO
The investment objective of Wright International Blue Chip Portfolio
("WIBCP") is long-term capital appreciation. Under normal market conditions,
WIBCP invests at least 80% of its net assets in equity securities, including
common stocks, preferred stocks and convertible securities. Securities selected
for WIBCP are limited to those included on an investment list prepared by the
investment adviser and known as the International Approved Wright Investment
List (the "International AWIL").
THE INTERNATIONAL APPROVED WRIGHT INVESTMENT LIST. The investment adviser
maintains a proprietary database on approximately 8,000 non-U.S. companies from
over 36 countries. The investment adviser reviews such companies to identify
those which, on the basis of at least five years of audited financial
statements, meet the minimum standards of prudence (e.g. the value of a
company's assets and shareholders' equity exceeds certain minimum standards and
the company's operations have been profitable during the last three years) and
thus are suitable for consideration by fiduciary investors. Companies which meet
these requirements may be large or small, have their securities traded on
exchanges or in the over-the-counter market, and include companies not currently
paying dividends.
<PAGE>
These companies are then subjected to extensive analysis and evaluation in
order to identify those which meet the investment adviser's 32 fundamental
standards of investment quality. Only those companies which meet or exceed all
of these standards are eligible for selection for inclusion in the International
AWIL. See the Appendix to the Statement of Additional Information for a more
detailed description of the investment adviser's standards for investment
quality and the International AWIL. All companies on the International AWIL are,
in the opinion of the investment adviser, soundly financed "True Blue Chips"
with established records of earnings, profitability and equity growth and
active, liquid markets for their publicly held equity securities.
WIBCP intends to maintain investments in a minimum of three foreign
countries. WIBCP purchases securities which meet WIBCP's investment criteria and
increases the amount of current investments in companies the market values of
which are below their target values. Portfolio securities are generally
considered for sale if they are no longer included in the International AWIL or
no longer meet WIBCP's investment criteria. WIBCP may purchase equity securities
traded on foreign securities exchanges, or it may purchase American Depositary
Receipts (ADRs) traded in the United States. Purchases of shares of WIBCP are
suitable for investors wishing to diversify their portfolios by investing in
non-U.S. companies or for investors who simply wish to participate in non-U.S.
investments. Although the net asset value of WIBCP's shares will be stated in
U.S. dollars, fluctuations in foreign currency exchange rates may affect the
value of an investment in WIBCP.
WIBCP is intended to provide investors with the opportunity to invest in a
portfolio of securities of non-U.S. companies located throughout the world. In
making the allocation of assets among the various countries and geographic
regions, the investment adviser ordinarily considers such factors as prospects
for relative economic growth between foreign countries; expected levels of
inflation and interest rates; government policies influencing business
conditions; the range of individual investment opportunities available to
international investors; and other pertinent financial, tax, social, political
and national factors -- all in relation to the prevailing prices of the
securities in each country or region.
OTHER INVESTMENT POLICIES
The Trust has adopted on behalf of each Portfolio certain fundamental
investment restrictions which are enumerated in detail in the Statement of
Additional Information and which may be changed only by the vote of a majority
of the affected Portfolio's outstanding voting securities, as defined in the
Investment Company Act of 1940. Among other restrictions, each Portfolio may not
borrow money in excess of 1/3 of the current market value of such Portfolio's
net assets (excluding the amount borrowed), and only for certain temporary or
emergency purposes, invest more than 5% of such Portfolio's total assets taken
at current market value in the securities of any one issuer, purchase more than
10% of the voting securities of any one issuer or invest 25% or more of the
Portfolio's total assets in the securities of issuers in the same industry.
There is, however, no limitation in respect to investments in obligations issued
or guaranteed by the U.S. Government or its agencies or instrumentalities.
<PAGE>
SPECIAL INVESTMENT CONSIDERATIONS
REPURCHASE AGREEMENTS. Each Portfolio may enter into repurchase agreements
in order to earn income on temporarily uninvested cash. A repurchase agreement
is an agreement under which the seller of a security agrees to repurchase and
the relevant Portfolio agrees to resell, such security at a specified time and
price. A Portfolio may enter into repurchase agreements only with large,
well-capitalized banks or government securities dealers that meet specified
credit standards. In addition, such repurchase agreements will provide that the
value of the collateral underlying the repurchase agreement will always be at
least equal to the repurchase price, including any accrued interest earned under
the repurchase agreement. In the event of a default or bankruptcy by a seller
under a repurchase agreement, the Portfolio will seek to liquidate such
collateral. However, the exercise of the right to liquidate such collateral
could involve certain costs, delays and restrictions and is not ultimately
assured. To the extent that proceeds from any sale upon a default of the
obligation to repurchase are less than the repurchase price, the Portfolio could
suffer a loss.
DEFENSIVE INVESTMENTS. During periods of unusual market conditions, when
the investment adviser believes that investing for temporary defensive purposes
is appropriate, all or a portion of the assets of any Portfolio may be held in
cash or invested in short-term obligations, including but not limited to
short-term obligations issued or guaranteed as to interest and principal by the
U.S. Government or any agency or instrumentality thereof (including repurchase
agreements collateralized by such securities); commercial paper which at the
date of investment is rated A-1 by S&P or P-1 by Moody's, or, if not rated, is
determined by the investment adviser to be of comparable quality; short-term
corporate obligations and other debt instruments which at the date of investment
are rated AA or better by S&P or Aa or better by Moody's or, if unrated, are
determined by the investment adviser to be of comparable quality; and
certificates of deposit, bankers' acceptances and time deposits of domestic and
foreign banks the debt obligations of which satisfy the foregoing rating
criteria. Each Portfolio may invest in instruments and obligations of banks that
have other relationships with the Trust, Wright, Eaton Vance or Investors Bank &
Trust Company, an affiliate of Eaton Vance. No preference will be shown towards
investing in banks which have such relationships.
FOREIGN INVESTMENTS. All or a substantial portion of WIBCP's assets will be
invested in securities of foreign companies. Investing in securities of foreign
companies may involve certain considerations in addition to those arising when
investing in domestic securities. These considerations include the possibility
of currency exchange rate fluctuations and revaluation of currencies, the
existence of less publicly available information about issuers, different
accounting, auditing and financial reporting standards, less stringent
securities regulation, non-negotiable brokerage commissions, different tax
provisions, political or social instability, war or expropriation. Moreover,
foreign stock and bond markets generally are not as developed and efficient as
those in the United States and, therefore, the volume and liquidity in those
markets may be less, and the volatility of prices may be greater, than in U.S.
markets. Settlement of transactions on foreign markets may be delayed beyond
what is customary in U.S.markets. These considerations generally are of greater
concern in developing countries.
<PAGE>
Because investment in foreign issuers will usually involve currencies of
foreign countries, and because WIBCP may be exposed to currency fluctuations
independent of its securities exposure, the value of the assets of the WIBCP as
measured in U.S. dollars will be affected by changes in foreign currency
exchange rates.
FORWARD FOREIGN CURRENCY EXCHANGE CONTRACTS. WIBCP may enter into contracts
to purchase foreign currencies to protect against an anticipated rise in the
U.S. dollar price of securities it intends to purchase. WIBCP may enter into
contracts to sell foreign currencies to protect against the decline in value of
portfolio securities denominated or quoted in a foreign currency, or a decline
in the value of anticipated dividends from such securities, due to a decline in
the value of foreign currencies against the U.S. dollar. Contracts to sell
foreign currency could limit any potential gain which might be realized by WIBCP
if the value of the hedged currency increased. Forward contracts are subject to
the risk that the counterparty to such contract will default on its obligations.
Each Portfolio's transactions in foreign currency exchange contracts may be
limited by the requirements of the Internal Revenue Code for qualification as a
regulated investment company.
LENDING PORTFOLIO SECURITIES. Each Portfolio may seek to increase its total
return by lending portfolio securities to broker-dealers or other institutional
borrowers. Under present regulatory policies of the Securities and Exchange
Commission, such loans are required to be continuously secured by collateral in
cash, cash-equivalents and U.S. Government securities held by the Portfolio's
custodian and maintained on a current basis at an amount at least equal to the
market value of the securities loaned, which will be marked to market daily.
During the existence of a loan, the Portfolio will continue to receive the
equivalent of the interest or dividends paid by the issuer on the securities
loaned and will also receive a fee, or all or a portion of the interest on
investment of the collateral, if any. However, the Portfolio may at the same
time pay a transaction fee to such borrowers. As with other extensions of credit
there are risks of delay in recovery or even loss of rights in the securities
loaned if the borrower of the securities fails financially. However, the loans
will be made only to organizations deemed by the investment adviser to be of
good standing and when, in the judgment of the investment adviser, the
consideration which can be earned from securities loans of this type justifies
the attendant risk. Such loans are required to be secured continuously by
collateral in cash, cash equivalents and U.S. Government securities with a value
at least equal to the market value of the securities loaned. If the investment
adviser decides to make securities loans on behalf of a Portfolio, it is
intended that the value of the securities loaned would not exceed 30% of such
Portfolio's total assets.
FORWARD COMMITMENTS AND WHEN-ISSUED SECURITIES. Each Portfolio may purchase
when-issued securities and make contracts to purchase or sell securities for a
fixed price at a future date beyond customary settlement time. A Portfolio
entering into such a transaction is required to maintain in a segregated account
with such Portfolio's custodian until the settlement date cash or high-grade
liquid debt obligations in an amount sufficient to meet the purchase price.
Alternatively, the Portfolio may enter into offsetting contracts for the forward
sale of other securities that it owns. Securities purchased or sold on a
when-issued or forward commitment
<PAGE>
basis involve a risk of loss if the value of the security to be purchased
declines prior to the settlement date or if the value of the security to be sold
increases prior to the settlement date. Although a Portfolio would generally
purchase securities on a when-issued or forward commitment basis with the
intention of acquiring securities for its portfolio, the Portfolio may dispose
of a when-issued security or forward commitment prior to settlement if the
investment adviser deems it appropriate to do so.
MORTGAGE-RELATED SECURITIES. WTRBP may invest in mortgage-related
securities, including collateralized mortgage obligations ("CMOs") and other
derivative mortgage-related securities. These securities will either be issued
by the U.S. Government or one of its agencies or instrumentalities or, if
privately issued, supported by mortgage collateral that is insured, guaranteed
or otherwise backed by the U.S. Government or its agencies or instrumentalities.
THE PORTFOLIO DOES NOT INVEST IN THE RESIDUAL CLASSES OF CMOS, STRIPPED
MORTGAGE-RELATED SECURITIES, LEVERAGED FLOATING RATE INSTRUMENTS OR INDEXED
SECURITIES.
Mortgage-related securities represent participation interests in pools of
adjustable and fixed mortgage loans. Unlike conventional debt obligations,
mortgage-related securities provide monthly payments derived from the monthly
interest and principal payments (including any prepayments) made by the
individual borrowers on the pooled mortgage loans. The mortgage loans underlying
mortgage-related securities are generally subject to a greater rate of principal
prepayments in a declining interest rate environment and to a lesser rate of
principal prepayments in an increasing interest rate environment. Under certain
interest and prepayment rate scenarios, the Portfolio may fail to recover the
full amount of its investment in mortgage-related securities purchased at a
premium, notwithstanding any direct or indirect governmental or agency
guarantee. The Portfolio may realize a gain on mortgage-related securities
purchased at a discount. Since faster than expected prepayments must usually be
invested in lower yielding securities, mortgage-related securities are less
effective than conventional bonds in "locking in" a specified interest rate.
Conversely, in a rising interest rate environment, a declining prepayment rate
will extend the average life of many mortgage-related securities. Extending the
average life of a mortgage-related security increases the risk of depreciation
due to future increases in market interest rates.
The Portfolio's investments in mortgage-related securities may include
conventional mortgage passthrough securities and certain classes of multiple
class CMOs. Senior CMO classes will typically have priority over residual CMO
classes as to the receipt of principal and/or interest payments on the
underlying mortgages. The CMO classes in which the Portfolio may invest include
sequential and parallel pay CMOs, including planned amortization class ("PAC")
and target amortization class ("TAC") securities.
Different types of mortgage-related securities are subject to different
combinations of prepayment, extension, interest rate and/or other market risks.
Conventional mortgage passthrough securities and sequential pay CMOs are subject
to all of these risks, but are typically not leveraged. PACs, TACs and other
senior classes of sequential and parallel pay CMOs involve less exposure to
prepayment, extension and interest rate risk than other mortgage-related
securities, provided that prepayment rates remain within expected prepayment
ranges or "collars."
<PAGE>
MANAGEMENT OF THE TRUST
The Board of Trustees, in addition to reviewing the actions of the
investment adviser and administrator, decides upon general matters of policy for
each Portfolio. The investment adviser and administrator conduct and supervise
the daily operations of the Portfolios.
THE INVESTMENT ADVISER
The Trust has engaged Wright Investors' Service ("Wright"), 1000 Lafayette
Boulevard, Bridgeport, Connecticut, to act as the investment adviser for each
Portfolio of the Trust. Under the general supervision of the Trustees, Wright
furnishes the Portfolios with investment advice and management services.
Wright is a leading independent international investment management and
advisory firm with more than 30 years' experience. Its staff of over 175 people
includes a highly respected team of 70 economists, investment experts and
research analysts. Wright manages assets for bank trust departments,
corporations, unions, municipalities, eleemosynary institutions, professional
associations, institutional investors, fiduciary organizations, family trusts
and individuals. Wright is also the investment adviser to The Wright Managed
Equity Trust, The Wright Managed Income Trust, and The Wright EquiFund Equity
Trust. Wright operates one of the world's largest and most complete databases of
financial information on 12,000 domestic and international corporations. At the
end of 1994, Wright Managed approximately $4 billion of assets.
An Investment Committee of six senior officers, all of whom are experienced
analysts, exercises disciplined direction and control over all investment
selections, policies and procedures for each Portfolio of the Trust. The
Committee, following highly disciplined buy-and-sell rules, makes all decisions
for the selection, purchase and sale of all securities. The members of the
Committee are as follows:
JOHN WINTHROP WRIGHT, Chairman of the Investment Committee, Chairman and
Chief Executive Officer of Wright Investors' Service. AB Amherst College. Before
founding Wright Investors' Service in 1960, Mr. Wright was treasurer, St. John's
College; Commander, USNR; Executive Vice President, Standard Air Services;
President, Wright Power Saw & Tool Corp.; Senior Partner, Andris Trubee & Co.
(financial consultants); and Chairman, Rototiller, Inc. Mr. Wright has
frequently been interviewed on radio and television in the United States and
Europe and his published investment and financial writings are widely quoted.
His testimony has often been requested by various House and Senate Committees of
the Congress on matters concerning monetary policy and taxes. He participated in
the 1974 White House Financial Summit on Inflation and the 1980 Congressional
Economic Conference. He is a director of the Center for Financial Studies and a
member of the Board of Visitors of the School of Business at
<PAGE>
Fairfield University, a fellow of the University of Bridgeport Business
School and a Trustee of the Institutes for the Development of Human Potential in
Philadelphia. He is also a member of the New York Society of Security Analysts.
JUDITH R. CORCHARD, Vice Chairman of the Investment Committee, Executive
Vice President-Investment Management of Wright Investors' Service. Ms. Corchard
attended the University of Connecticut and joined Wright Investors' in 1960. She
is a member of the New York Society of Security Analysts and the Hartford
Society of Financial Analysts.
PETER M. DONOVAN, CFA, President of Wright Investors' Service. Mr. Donovan
received a BA Economics, Goddard College and joined Wright Investors' Service
from Jones, Kreeger & Co., Washington, DC in 1966. Mr. Donovan is the president
of The Wright Managed Income Trust, The Wright Managed Equity Trust, The Wright
Managed Blue Chip Series Trust, and The Wright EquiFund Equity Trust. He is also
director of EquiFund - Wright National Equity Fund, a Luxembourg SICAV. He is a
member of the New York Society of Security Analysts and the Hartford Society of
Financial Analysts.
JATIN J. MEHTA, CFA, Executive Counselor and Director of Education of
Wright Investors' Service. Mr. Mehta received a BS Civil Engineering, University
of Bombay, India and an MBA from the University of Bridgeport. Before joining
Wright in 1969, Mr. Mehta was an executive of the Industrial Credit Investment
Corporation of India, a development bank promoted by the World Bank for
financial assistance to private industry. He is a Trustee of The Wright Managed
Blue Chip Series Trust. He is a member of the New York Society of Security
Analysts and the Hartford Society of Financial Analysts.
HARIVADAN K. KAPADIA, CFA, Senior Vice President - Investment Analysis and
Information of Wright Investors' Service. Mr. Kapadia received a BA (hon.)
Economics and Statistics and MA Economics, University of Baroda, India and an
MBA from the University of Bridgeport. Before joining Wright in 1969, Mr.
Kapadia was Assistant Lecturer at the College of Engineering and Technology in
Surat, India and Lecturer, B.J. at the College of Commerce & Economics, VVNagar,
India. He has published the textbooks: "Elements of Statistics," "Statistics,"
"Descriptive Economics," and "Elements of Economics." He was appointed Adjunct
Professor at the Graduate School of Business, Fairfield University in 1981. He
is a member of the New York Society of Security Analysts and the Hartford
Society of Financial Analysts.
MICHAEL F. FLAMENT, CFA, Senior Vice President - Investment and Economic
Analysis of Wright Investors' Service. Mr. Flament received a BS Mathematics,
Fairfield University; MA Mathematics, University of Massachusetts and an MBA
Finance, University of Bridgeport. He is a member of the New York Society of
Security Analysts and the Hartford Society of Financial Analysts.
<PAGE>
Under Wright's Investment Advisory Contract with the Trust, Wright receives
monthly advisory fees at the annual rates (as a percentage of average daily net
assets) set forth in the following table:
<TABLE>
<CAPTION>
ANNUAL % ADVISORY FEE RATES
-----------------------------------------------
Under $500 Million Over
PORTFOLIOS $500 Million to $1 Billion $1 Billion
- ----------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Wright Managed Money Market Portfolio (WMMP) 0.25% 0.20% 0.20%
Wright Near Term Bond Portfolio (WNTBP) 0.45% 0.40% 0.35%
Wright Government Obligations Portfolio (WGOP) 0.45% 0.40% 0.35%
Wright Total Return Bond Portfolio (WTRBP) 0.45% 0.40% 0.35%
Wright Selected Blue Chip Portfolio (WSBCP) 0.65% 0.60% 0.55%
Wright International Blue Chip Portfolio (WIBCP) 0.80% 0.75% 0.70%
- ----------------------------------------------------------------------------------------------
</TABLE>
The following table sets forth the net assets of each Portfolio and the
advisory fee rate paid for the fiscal year ended December 31, 1994. As at
December 31, 1994, the Wright Managed Money Market Portfolio and Wright
Government Obligations Portfolio had not commenced operations.
<TABLE>
<CAPTION>
Net Assets Advisory Fee Rate
as of for the Fiscal Year
PORTFOLIOS 12/31/94 Ended 12/31/94
- ------------------------------------------------------------------------------------------------------
<S> <C> <C>
Wright Near Term Bond Portfolio (WNTBP)* $451,488 0.45%[1]
Wright Total Return Bond Portfolio (WTRBP) $520,383 0.45%[2]
Wright Selected Blue Chip Portfolio (WSBCP)* $1,452,465 0.65%[3]
Wright International Blue Chip Portfolio (WIBCP)* $1,228,946 0.80%[4]
- ------------------------------------------------------------------------------------------------------
<FN>
[*] Start of business, January 6, 1994.
[1] To enhance the net income of WNTBP, Wright made a reduction of its advisory fee in the full amount of such fee and Wright was
allocated $16,824 of expenses related to the operation of such Portfolio.
[2] To enhance the net income of WTRBP, Wright made a reduction of its advisory fee in the full amount of such fee and Wright was
allocated $23,275 of expenses related to the operation of such Portfolio.
[3] To enhance the net income of WSBCP, Wright made a reduction of its advisory fee in the full amount of such fee and Wright was
allocated $12,240 of expenses related to the operation of such Portfolio.
[4] To enhance the net income of WIBCP, Wright made a reduction of its advisory fee in the full amount of such fee and Wright was
allocated $13,935 of expenses related to the operation of such Portfolio.
</FN>
</TABLE>
Pursuant to the Investment Advisory Contract, Wright also furnishes office
space and all necessary office facilities, equipment and personnel for servicing
the investments of each Portfolio. Each Portfolio is responsible for the payment
of all expenses relating to its operations other than those expressly stated to
be payable by Wright under its Investment Advisory Contract.
<PAGE>
Wright places the security transactions for each Portfolio, which in some
cases may be effected in block transactions which include other accounts managed
by Wright. Wright provides similar services directly for bank trust departments.
Wright seeks to execute the portfolio security transactions on the most
favorable terms and in the most effective manner possible. Subject to the
foregoing, Wright may consider sales of shares of a Portfolio or of other
investment companies for which it acts as investment adviser as a factor in the
selection of broker-dealer firms to execute such transactions.
Wright is also the Investment Adviser to the Funds in The Wright Managed
Equity Trust, The Wright Managed Income Trust and The Wright EquiFund Equity
Trust (the "Wright Funds").
THE ADMINISTRATOR
The Trust engages Eaton Vance as its administrator under an Administration
Agreement. Under the Administration Agreement, Eaton Vance is responsible for
managing the legal and business affairs of each Portfolio, subject to the
supervision of the Trustees. Eaton Vance's services include recordkeeping,
preparation and filing of documents required to comply with federal and state
securities laws, supervising the activities of each Portfolio's custodian and
transfer agent, providing assistance in connection with the Trustees' and
shareholders' meetings and other administrative services necessary to conduct
each Portfolio's business. Eaton Vance will not provide any investment
management or advisory services to the Portfolios. For its services under the
Administration Agreement, Eaton Vance receives monthly administration fees from
each Portfolio. The annual rates payable by each Portfolio (as a percentage of
average daily net assets of such Portfolio) are set forth in the following
table:
<TABLE>
<CAPTION>
ANNUAL % -- ADMINISTRATION FEE RATES
Under $100 Million to $250 Million to Over
$100 Million $250 Million $500 Million $500 Million
- --------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
0.05% 0.04% 0.03% 0.02%
- --------------------------------------------------------------------------------------------------
</TABLE>
The following table sets forth the administration fee rates payable by each
Portfolio for the fiscal year ended December 31, 1994. As of December 31, 1994,
the Wright Managed Money Market Portfolio and Wright Government Obligations
Portfolio had not commenced operations.
<TABLE>
<CAPTION>
Administrative Fee Rate
PORTFOLIOS for the Fiscal Year Ended 12/31/94[1]
- ---------------------------------------------------------------------------------------------------
<S> <C>
Wright Near Term Bond Portfolio (WNTBP)* 0.05%
Wright Total Return Bond Portfolio (WTRBP) 0.05%
Wright Selected Blue Chip Portfolio (WSBCP)* 0.05%
Wright International Blue Chip Portfolio (WIBCP)* 0.05%
- ---------------------------------------------------------------------------------------------------
[*] Start of business, January 6, 1994.
[1] Eaton Vance made a reduction of the administration fee in the full amount for each Portfolio.
<PAGE>
</TABLE>
Eaton Vance, its affiliates and its predecessor companies have been
managing assets of individuals and institutions since 1924 and managing mutual
funds since 1931. In addition to acting as the administrator of the Portfolios,
Eaton Vance acts as investment adviser to investment companies and various
individual and institutional clients with total assets under management of
approximately $15 billion. Eaton Vance is a wholly owned subsidiary of Eaton
Vance Corp. ("EVC"), a publicly held holding company. EVC, through its
subsidiaries and affiliates, engages in investment management and marketing
activities, fiduciary and banking services, real estate investment consulting
and management, oil and gas operations and the development of precious metals
properties.
OTHER MANAGEMENT ISSUES
The Trust will be responsible for all of its expenses not assumed by Wright
under its Investment Advisory Contract or by Eaton Vance under its
Administration Agreement, including, without limitation, the fees and expenses
of its custodian and transfer agent, including those incurred for determining
each Portfolio's net asset value and keeping each Portfolio's books; the cost of
share certificates; membership dues in investment company organizations;
brokerage commissions and fees; fees and expenses of registering its shares;
expenses of reports to shareholders, proxy statements, and other expenses of
shareholders' meetings; insurance premiums; printing and mailing expenses;
interest, taxes and corporate fees; legal and accounting expenses; expenses of
Trustees not affiliated with Eaton Vance or Wright; and investment advisory and
administration fees. The Trust will also bear expenses incurred in connection
with litigation in which the Trust is a party and the legal obligation the Trust
may have to indemnify its officers and Trustees with respect thereto.
NET ASSET VALUE
The net asset value per share of each Portfolio is determined at the close
of regular trading on the New York Stock Exchange (normally 4:00 P.M., New York
time) on each day that the Exchange is open for trading. The determination of
net asset value per share is made by subtracting from the value of the assets of
a Portfolio the amount of its liabilities, and dividing the remainder by the
number of outstanding shares of a Portfolio. The New York Stock Exchange is
closed on the following holidays: New Year's Day, Washington's Birthday, Good
Friday, Memorial Day, Independence Day, Labor Day, Thanksgiving Day and
Christmas Day.
The assets of the Portfolios are valued on the basis of their market values
or, in the absence of a market value with respect to any portfolio securities,
at the value determined by or under the direction of the Trustees, including the
employment of an independent pricing services.
The Money Market Portfolio uses the amortized cost method to determine the
value of portfolio securities. The amortized cost method of valuation involves
valuing a security at its cost at the time of purchase and thereafter assuming a
constant amortization to maturity of any discount or premium. The assets of
other Portfolios are valued on the basis of their market values or, in the
absence of a market value with respect to any portfolio securities, at the value
determined by or under the direction of the Trustees, including the employment
of an independent pricing service.
<PAGE>
DIVIDENDS, DISTRIBUTIONS AND TAXES
Each Portfolio is treated as a separate entity for federal income tax
purposes under the Internal Revenue Code of 1986, as amended (the "Code"). Each
Portfolio has qualified and elected or intends to qualify and elect to be
treated as a "regulated investment company" for federal income tax purposes
under the Code and intends to continue to qualify as such. In order to so
qualify, each Portfolio must meet certain requirements with respect to the
sources of its income, the diversification of its assets, and the distribution
of its income to shareholders. By so qualifying, a Portfolio will not be subject
to federal income taxes to the extent that its net investment income and net
realized capital gains are distributed to shareholders in accordance with
applicable timing requirements.
It is the intention of each Portfolio to distribute substantially all its
net investment income. Dividends from investment income of WSBCP and WIBCP are
expected to be declared annually. Dividends from investment income of the Money
Market Portfolio, WNTBP, WGOP, and WTRBP will be declared daily and paid
monthly. However, the Trustees may decide to declare dividends at other
intervals. Dividends will be distributed in the form of additional full and
fractional shares of the Portfolio and not in cash, but shareholders may redeem
such shares for cash, as described below.
All net realized long- or short-term capital gains of each Portfolio after
reduction by capital losses, including any available capital loss carryforwards,
if any, will be declared and distributed at least annually either during or
after the close of the Portfolio's fiscal year and will be reinvested in
additional full and fractional shares of the Portfolio. A Portfolio may be
subject to foreign withholding or other foreign taxes, with respect to income
(possibly including, in some cases, capital gains) derived from securities of
foreign issuers. U.S. income tax treaties with certain countries may eliminate
these taxes or reduce the rates of these withholding taxes. The Trust intends to
provide the documentation necessary to achieve the lower treaty rate of
withholding whenever applicable or to seek a refund of amounts withheld in
excess of the treaty rate.
For a discussion of the tax treatment of Contractholders with respect to
their Contracts, including the tax treatment of investment earnings of and
withdrawals from the segregated accounts underlying such Contracts, reference
should be made to the prospectus for the Contracts accompanying this Prospectus.
PURCHASE AND REDEMPTION OF SHARES
The shares of each Portfolio are not offered to the public generally but
may be purchased only by PFL for its Accounts on behalf of Contractholders.
Within the limitations set forth in the appropriate Contract, Contractholders
may direct PFL to purchase or redeem shares of any Portfolio on such
Contractholders' behalf. Instructions for any such purchase or redemption of the
shares of any Portfolio must be made through PFL and should not be directed to
the Trust. The terms and conditions of the Contracts and any limitations upon
the Portfolios in which the Accounts may invest are set forth in a separate
prospectus.
<PAGE>
Subject to the foregoing, each Portfolio sells its shares to PFL without a
sales charge at the net asset value per share of such Portfolio next determined
after the purchase order is received. Each Portfolio reserves the right to
reject any order for the purchase of its shares or to limit or suspend, without
notice, the offering of its shares.
Shares of the Portfolios may be redeemed on any day on which the Trust is
open for business. Each Portfolio redeems its shares at the net asset value per
share of such Portfolio next determined after the redemption request is received
from PFL. Proceeds of any redemption are delivered to PFL within seven days
after receipt of the redemption request. The right to redeem shares of a
Portfolio and to receive payment therefor may be suspended at times (a) when the
securities markets are closed, other than customary weekend and holiday
closings, (b) when trading is restricted for any reason, (c) when an emergency
exists as a result of which disposal by such Portfolio of securities owned by it
is not reasonably practicable or it is not reasonably practicable for such
Portfolio fairly to determine the value of its net assets, or (d) when the
Securities and Exchange Commission by order permits a suspension of the right of
redemption or a postponement of the date of payment or redemption.
Although the Portfolios normally intend to redeem shares in cash, each
Portfolio reserves the right to redeem securities in kind if deemed advisable by
the Trustees. The value of any portfolio securities distributed upon redemption
will be determined in the manner as described under "Net Asset Value." However,
a Portfolio will redeem shares in cash to the extent that the amount of a
Portfolio's shares to be redeemed for the benefit of any Contractholder within a
90-day period does not exceed the lesser of $250,000 or 1% of the aggregate net
asset value of the Portfolio at the beginning of such period. If portfolio
securities are distributed in lieu of cash, the shareholder will normally incur
transaction costs upon the disposition of any such securities.
PERFORMANCE INFORMATION
From time to time, the Trust may advertise the "yield" and/or "total
return" of the Portfolios and may compare the performance of the Portfolios with
that of other mutual funds with similar investment objectives as listed in
rankings prepared by Lipper Analytical Services, Inc., or similar independent
services monitoring mutual fund performance, and with appropriate securities or
other relevant indices. The yield of each Portfolio (except the Money Market
Portfolio) is computed by dividing its net investment income per share earned
during a recent 30-day period by the maximum offering price (i.e. net asset
value) per share on the last day of the period and annualizing the resulting
figure. The "total return" of a Portfolio refers to the average annual
compounded rate of return over the stated period that would equate an initial
investment in that Portfolio at the beginning of the period to its ending
redeemable value, assuming reinvestment of all dividend and distributions and
deduction of all recurring charges. The Money Market Portfolio's "yield" refers
to the income generated by an investment in the Portfolio over a seven-day
period (which period will be stated in the advertisement). This income is then
"annualized." That is, the amount of income generated by the investment during
that week is assumed to be generated each week over a 52-week period and is
shown as a percentage of the investment. The "effective yield" is calculated
similarly but, when annualized, the income earned by an investment
<PAGE>
in the Portfolio is assumed to be reinvested. The "effective yield" will be
slightly higher than the "yield" because of the compounding effect of this
assumed reinvestment. The methods used to calculate "total return" and "yield"
are described further in the "Statement of Additional Information."
The performance of each Portfolio will vary from time to time in response
to fluctuations in market conditions, interest rates, the composition of the
Portfolio's investments and expenses. Consequently, a Portfolio's performance
figures should not be considered representative of the performance of the
Portfolio for any future period. If the expenses of a Portfolio are reduced by
Wright or Eaton Vance, the Portfolio's performance would be higher.
ORGANIZATION AND CAPITALIZATION OF THE TRUST
The Trust was established in April 1993 as a business trust under
Massachusetts law. The Trust's shares of beneficial interest have no par value.
Shares of the Trust may be issued in series or Portfolios. The Trust currently
has six Portfolios. Each Portfolio's shares may be issued in an unlimited number
by the Trustees. Each share of a Portfolio represents an equal proportionate
beneficial interest in that Portfolio and, when issued and outstanding, the
shares are fully paid and non-assessable by the Trust. Shareholders are entitled
to one vote for each full share held. Fractional shares may be voted in
proportion to the amount of the net asset value of a Portfolio which they
represent. Voting rights are not cumulative, which means that the holders of
more than 50% of the shares voting for the election of Trustees can elect 100%
of the Trustees. Shares have no preemptive or conversion rights and are freely
transferable. Upon liquidation of a Portfolio, shareholders are entitled to
share pro rata in the net assets of such Portfolio.
As permitted by Massachusetts law, there will normally be no meetings of
shareholders for the purpose of electing Trustees unless and until such time as
less than a majority of the Trustees holding office have been elected by
shareholders. In such an event, the Trustees then in office will call a
shareholders' meeting for the election of Trustees. Except for the foregoing
circumstances and unless removed by action of the shareholders in accordance
with the Trust's by-laws, the Trustees will continue to hold office and may
appoint successor Trustees. The Trustees will only be liable for their own
willful misfeasance, bad faith, gross negligence, or reckless disregard of their
duties.
The Trust's by-laws provide that no person shall serve as a Trustee if
shareholders holding two-thirds of the outstanding shares have removed him from
that office either by a written declaration filed with the Trust's custodian or
by votes cast at a meeting called for that purpose. The by-laws further provide
that under certain circumstances the shareholders may call a meeting to remove a
Trustee and that the Trust is required to provide assistance in communicating
with shareholders about such a meeting.
The rights, if any, of Contractholders to vote the shares of a Portfolio
beneficially owned by such Contractholder are governed by the relevant Contract.
For information on such voting rights, see the prospectus describing the
Contracts.
<PAGE>
ADDITIONAL INFORMATION
CUSTODIAN AND TRANSFER AGENT
Investors Bank and Trust Company, located at 24 Federal Street, Boston,
Massachusetts 02110, acts as the Trust's custodian and transfer agent.
INDEPENDENT AUDITORS
Deloitte & Touche LLP, located at 125 Summer Street, Boston, Massachusetts
02110, serves as the Trust's independent auditors.
<PAGE>
PART B
---------------------------------------------------------------
INFORMATION REQUIRED IN A STATEMENT OF ADDITIONAL INFORMATION
STATEMENT OF ADDITIONAL INFORMATION
THE WRIGHT MANAGED BLUE CHIP SERIES TRUST
This Statement of Additional Information is not a prospectus and should be
read in conjunction with the Prospectus dated May 1, 1995 for Wright Managed
Money Market Portfolio*, Wright Near Term Bond Portfolio, Wright Government
Obligations Portfolio*, Wright Total Return Bond Portfolio, Wright Selected Blue
Chip Portfolio, and Wright International Blue Chip Portfolio, each a series of
The Wright Managed Blue Chip Series Trust (the "Trust"), which may be obtained
from Wright Investors' Service Distributors, Inc., 1000 Lafayette Boulevard,
Bridgeport, Connecticut 06604 (Telephone: 800-888-9471). Unless otherwise
defined herein, capitalized terms have the meanings given to them in the
Prospectus.
TABLE OF CONTENTS
- -------------------------------------------------------------------------------
PAGE
GENERAL INFORMATION.................... 2
INVESTMENT OBJECTIVES AND POLICIES..... 3
Description of Investments........... 3
INVESTMENT RESTRICTIONS................ 9
PERFORMANCE INFORMATION................ 11
Total Return......................... 11
Yield................................ 12
PORTFOLIO TRANSACTIONS................. 14
MANAGEMENT OF THE TRUST................ 15
Officers and Trustees................ 15
The Investment Adviser............... 18
The Administrator.................... 20
Other Management Issues.............. 21
Custodian............................ 22
Independent Certified Public
Accountants.......................... 23
Legal Matters........................ 23
NET ASSET VALUE........................ 23
TAXES.................................. 25
Federal Income Taxes................. 25
Foreign Taxes........................ 26
FINANCIAL STATEMENTS................... 27
APPENDIX............................... 33
NO PERSON HAS BEEN AUTHORIZED TO GIVE ANY INFORMATION OR TO MAKE ANY
REPRESENTATION NOT CONTAINED IN THIS STATEMENT OF ADDITIONAL INFORMATION OR IN
THE PROSPECTUS AND, IF GIVEN OR MADE, SUCH INFORMATION OR REPRESENTATION MUST
NOT BE RELIED UPON AS HAVING BEEN AUTHORIZED. THIS STATEMENT OF ADDITIONAL
INFORMATION DOES NOT CONSTITUTE AN OFFERING OF ANY SECURITIES OTHER THAN THE
REGISTERED SECURITIES TO WHICH IT RELATES OR AN OFFER TO ANY PERSON IN ANY STATE
OR OTHER JURISDICTION OF THE UNITED STATES OR ANY COUNTRY WHERE SUCH OFFER WOULD
BE UNLAWFUL.
The date of this Statement of Additional Information is May 1, 1995.
* As ot the date of this Statement of Additional Information, this Portfolio
had not commenced operation.
<PAGE>
GENERAL INFORMATION
The Wright Managed Blue Chip Series Trust (the "Trust") is a no-load,
open-end management investment company. The Trust consists of six separate
portfolios (each a "Portfolio"), each of which represents a separate pool of
assets and has different investment objectives and policies. Each Portfolio is a
diversified Portfolio. Additional portfolios may be established in the future.
The Trust is designed to be the funding vehicle for variable insurance
contracts (the "Contracts") to be offered by PFL Life Insurance Company ("PFL")
and other participating insurance companies. Shares of the Trust are offered
exclusively to the separate accounts (the "Accounts") of PFL and other insurance
companies. References to PFL also include such other participating insurance
companies. The terms and conditions of the Contracts and any limitations upon
the Portfolios in which the Accounts may be invested are set forth in a separate
prospectus and statement of additional information. The Trust reserves the right
to limit in the future the types of Accounts that may invest in any Portfolio.
The Trust did not have the initial capitalization required by Section 14(a)
of the Investment Company Act of 1940 (the "1940 Act") in reliance upon Rule
14a-2 under the 1940 Act and PFL Life acting as a "promoter" of the Trust.
PFL is the record holder of each share of beneficial interest in each
Portfolio of the Trust. Within the limitations set forth in the appropriate
Contract, Contractholders may direct through PFL the allocation of amounts
available for investment under their Contracts among the Trust's Portfolios.
Instructions for any such allocation, or the purchase or redemption of the
shares of any Portfolio, must be made through PFL as the record holder of the
Trust's shares. The rights of PFL as the record holder of shares of a Portfolio
are different from the rights of a Contractholder. The term "shareholder" in
this Statement of Additional Information refers to PFL and not to the
Contractholder.
As permitted by Massachusetts law, there will normally be no meetings of
shareholders for the purpose of electing Trustees unless and until such time as
less than a majority of the Trustees holding office have been elected by the
Trust's shareholders. In such an event, the Trustees then in office will call a
shareholders' meeting for the election of Trustees. Subject to the foregoing
circumstances, the Trustees will continue to hold office and may appoint
successor or new Trustees except that, pursuant to provisions of the 1940 Act,
which are set forth in the By-laws of the Trust, the shareholders can remove one
or more of its Trustees.
The Trust's Declaration of Trust may be amended with the affirmative vote
of a majority of the outstanding shares of the Trust or, if only the interests
of a particular Portfolio are affected, a majority of such Portfolio's
outstanding shares. The Trustees are authorized to make amendments to the
Declaration of Trust that do not have a material adverse effect on the interests
of shareholders. The Trust may be terminated (i) upon the sale of the Trust's
assets to another investment company, if approved by the holders of two-thirds
of the outstanding shares of the Trust, except that if the Trustees recommend
such sale of assets, the approval by the vote of a majority of the Trust's
outstanding shares will be sufficient, or (ii) upon liquidation and distribution
of the assets of the Trust, if approved by a majority of its Trustees or by the
vote of a
<PAGE>
majority of the Trust's outstanding shares. If not so terminated, the
Trust may continue indefinitely.
The rights, if any, of Contractholders to vote the shares of a Portfolio
beneficially owned by such Contractholders are governed by the relevant
Contract. For information on such voting rights, see the prospectus describing
such Contract.
The Trust's Declaration of Trust further provides that the Trustees will
not be liable for errors of judgment or mistakes of fact or law; however,
nothing in the Declaration of Trust protects a Trustee against any liability to
which he would otherwise be subject by reason of willful misfeasance, bad faith,
gross negligence, or reckless disregard of the duties involved in the conduct of
his office.
The Trust is an organization of the type commonly known as a "Massachusetts
business trust." Under Massachusetts law, shareholders of such a trust may,
under certain circumstances, be held personally liable as partners for the
obligations of the trust. The Trust's Declaration of Trust contains an express
disclaimer of shareholder liability in connection with the Trust property or the
acts, obligations or affairs of the Trust. The Declaration of Trust also
provides for indemnification out of the Trust property of any shareholder held
personally liable for the claims and liabilities to which a shareholder may
become subject by reason of being or having been a shareholder. Thus, the risk
of a shareholder incurring financial loss on account of shareholder liability is
limited to circumstances in which the Trust itself would be unable to meet its
obligations. The Trust has been advised by counsel that the risk of any
shareholder incurring any liability for the obligations of a Trust is extremely
remote.
The Trust has retained Wright Investors' Service of Bridgeport, Connecticut
("Wright") as investment adviser to each Portfolio. The Trust has retained Eaton
Vance Management ("Eaton Vance") as administrator of the Trust's business
affairs.
INVESTMENT OBJECTIVES AND POLICIES
The investment objectives and policies of each of the Portfolios are
described in the Prospectus. The following is a description of certain of the
Trust's investment policies and the portfolio securities in which certain
Portfolios may invest.
DESCRIPTION OF INVESTMENTS
U.S. GOVERNMENT, AGENCY AND INSTRUMENTALITY OBLIGATIONS -- U.S. Government
obligations are issued by the Treasury and include bills, certificates of
indebtedness, notes, and bonds. Agencies and instrumentalities of the U.S.
Government are established under the authority of an act of Congress and
include, but are not limited to, the Government National Mortgage Association
("GNMA"), the Tennessee Valley Authority, the Bank for Cooperatives, the Farmers
Home Administration, Federal Home Loan Banks, Federal Intermediate Credit Banks,
Federal Land Banks, and the Federal National Mortgage Association. Except for
U.S. Government
<PAGE>
obligations, the securities issued or guaranteed by U.S.
agencies and instrumentalities may or may not be backed by the full faith and
credit of the United States. If the obligation is not backed by the full faith
and credit of the United States, the Portfolio must look principally to the
agency or instrumentally issuing or guaranteeing the obligation for its
repayment and may not be able to assert a claim against the United States itself
in the event that the agency or instrumentality does not meet its obligations.
The U.S.
Government does not guarantee the yield or value of any Portfolio's investments
or shares.
MORTGAGE-RELATED SECURITIES -- GNMA Certificates are mortgage-backed
securities representing part ownership of a pool of mortgage loans. These loans
- -- issued by lenders such as mortgage bankers, commercial banks and savings and
loan associations -- are either insured by the Federal Housing Administration or
guaranteed by the Veterans Administration. A "pool" or group of such mortgages
is assembled and, after being approved by GNMA, is offered to investors through
securities dealers. Once such pool is approved by GNMA, the timely payment of
interest and principal on the Certificates representing interests in such pool
is guaranteed by the full faith and credit of the U.S. Government. As
mortgage-backed securities, GNMA Certificates differ from bonds in that the
principal is paid back by the borrower over the term of the loan rather than
returned in a lump sum at maturity. GNMA Certificates are called "pass-through"
securities because a pro-rata share of both regular interest and principal
payments, as well as unscheduled early prepayments, on the underlying mortgage
pool is passed through monthly to the holder of the Certificate. As indicated
below, since the unscheduled prepayment rate of the underlying mortgage pool
covered by a "pass-through" security cannot be predicted with accuracy, the
average life of a particular issue of GNMA Certificates cannot be accurately
predicted.
The Federal Home Loan Mortgage Corporation ("FHLMC"), a corporate
instrumentality of the U.S. Government created by Congress for the purpose of
increasing the availability of mortgage credit for residential housing, issues
participation certificates ("PCs") representing undivided interests in FHLMC's
mortgage portfolio. While FHLMC guarantees the timely payment of interest and
ultimate collection of the principal of its PCs, its PCs are not backed by the
full faith and credit of the U.S. Government. FHLMC PCs differ from GNMA
Certificates in that the mortgages underlying the PCs are mostly "conventional"
mortgages rather than mortgages insured or guaranteed by a federal agency or
instrumentality. However, in several other respects, such as the monthly
pass-through of interest and principal (including unscheduled prepayments) and
the unpredictability of future unscheduled prepayments on the underlying
mortgage pools, FHLMC PCs are similar to GNMA Certificates.
The Federal National Mortgage Association ("FNMA"), a federally chartered
corporation owned entirely by private stockholders, purchases both conventional
and federally insured or guaranteed residential mortgages from various entities,
including savings and loan associations, savings banks, credit unions and
mortgage bankers, and packages pools of such mortgages in the form of
pass-through securities generally called FNMA Mortgage-Backed Certificates,
which are guaranteed as to timely payment of principal and interest by FNMA but
are not backed by the full faith and credit of the U.S. Government. Like GNMA
Certificates and FHLMC PCs, these pass-through securities are subject to the
unpredictability of unscheduled prepayments on the underlying mortgage pools.
<PAGE>
The mortgage-related securities in which the Portfolios may invest include
GNMA, FHLMC and FNMA securities representing interests in pools of 30 year, 15
year, adjustable rate, variable rate, graduated rate and other types of
mortgages. While it is not possible to accurately predict the life of a
particular issue of a mortgage-backed "pass-through" security held by a
Portfolio, the actual life of any such security is likely to be substantially
less than the original average maturity of the mortgage pool underlying the
security. This is because unscheduled early prepayments of principal on the
security owned by the Portfolio will result from the prepayment, refinancing or
foreclosure of the underlying mortgage loans in the mortgage pool. The
prepayment assumptions for pools of 30 and 15-year mortgages are generally
considered to be 12 years and seven years, respectively, but may be considerably
shorter during periods of declining interest rates. Mortgagors may speed up the
rate at which they prepay their mortgages when interest rates decline
sufficiently to encourage refinancing. A Portfolio, when the monthly payments
(which may include unscheduled prepayments) on such a security are passed
through to it, may be able to reinvest such payments only at a lower rate of
interest. Because of the regular scheduled payments of principal and the early
unscheduled prepayments of principal, the mortgage-backed "pass-through"
security is less effective than other types of obligations as a means of
"locking-in" attractive long-term interest rates. As a result, this type of
security may have less potential for capital appreciation during periods of
declining interest rates than other U.S. Government securities of comparable
maturities, although many issues of mortgage-backed "pass-through" securities
may have a comparable risk of decline in market value during periods of rising
interest rates. If such a security has been purchased by a Portfolio at a
premium above its par value, both a scheduled payment of principal and an
unscheduled prepayment of principal, which would be made at par, will accelerate
the realization of a loss equal to that portion of the premium applicable to the
payment or prepayment and will reduce the Portfolio's total return. If such a
security has been purchased by a Portfolio at a discount from its par value,
both a scheduled payment of principal and an unscheduled prepayment of principal
will increase current and total returns and will accelerate the recognition of
income.
Collateralized Mortgage Obligations ("CMOs") are debt securities issued by
FHLMC and by financial institutions and other mortgage lenders which are
generally fully collateralized by a pool of mortgages held under an indenture.
CMOs are issued with a number of classes or series which have different
maturities and are retired in sequence and are the general obligations of the
issuers thereof. CMOs are designed to be retired as the underlying mortgage
loans in the mortgage pool are repaid. In the event of sufficient early
prepayments on such mortgages, the class or series of CMO first to mature
generally will be retired prior to its maturity. Thus the early retirement of a
particular class or series of a CMO held by a Portfolio would affect the
Portfolio's current and total returns in the manner indicated above. Currently,
the investment adviser will consider privately issued CMOs or other
mortgage-backed securities as possible investments for a Portfolio only when the
mortgage collateral is insured, guaranteed or otherwise backed by the U.S.
Government or one or more of its agencies or instrumentalities (e.g., insured by
the Federal Housing Administration or Farmers Home Administration or guaranteed
by the Administrator of Veterans Affairs or consisting in whole or in part of
U.S. Government securities). WGOP may not invest in mortgage-related securities.
<PAGE>
CORPORATE OBLIGATIONS -- As described in the Prospectus, each Portfolio may
invest, subject to certain limitations, in corporate debt obligations. Such
obligations must be rated in the two highest rating categories by a nationally
recognized statistical rating organization for money market instruments in any
portfolio, "A" by Moody's and S&P, in the case of WTRBP, and "AA" by Moody's or
"Aa" by S&P, in the case of WNTBP, WIBCP and WSBCP.
FOREIGN SECURITIES -- WIBCP may invest in foreign securities. Investing in
securities issued by companies whose principal business activities are outside
the United States may involve significant risks not associated with domestic
investments. For example, there is generally less publicly available information
about foreign companies, particularly those not subject to the disclosure and
reporting requirements of the U.S. securities laws. Foreign issuers are
generally not bound by uniform accounting, auditing and financial reporting
requirements comparable to those applicable to domestic issuers. Investments in
foreign securities also involve the risk of possible adverse changes in exchange
control regulations, expropriation or confiscatory taxation, limitation on
removal of funds or other assets of WIBCP, political or financial instability or
diplomatic and other developments which could affect such investments. Further,
economies of particular countries or areas of the world may differ favorably or
unfavorably from the economy of the U.S.
It is anticipated that in most cases, the best available market for foreign
securities will be on exchanges or in over-the-counter markets located outside
the U.S. Foreign stock markets, while growing in volume and sophistication, are
generally not as developed as those in the U.S. Securities of some foreign
issuers (particularly those located in developing countries) may be less liquid
and more volatile than securities of comparable U.S. companies. In addition,
foreign brokerage commissions are generally higher than commissions on
securities traded in the U.S. and may be non-negotiable. In general, there is
less overall governmental supervision and regulation of securities exchanges,
brokers and listed companies than in the U.S.
FOREIGN CURRENCY EXCHANGE TRANSACTIONS -- WIBCP may engage in foreign
currency exchange transactions. Investments in securities of foreign companies
whose principal business activities are located outside of the United States
will frequently involve currencies of foreign countries. In addition, assets of
WIBCP may temporarily be held in bank deposits in foreign currencies during the
completion of investment programs. Therefore, the value of WIBCP's assets, as
measured in U.S. dollars, may be affected favorably or unfavorably by changes in
foreign currency exchange rates and exchange control regulations. Although WIBCP
values its assets daily in U.S. dollars, it does not intend to convert its
holdings of foreign currencies into U.S. dollars on a daily basis. WIBCP may
conduct its foreign currency exchange transactions on a spot (i.e., cash) basis
at the spot rate prevailing in the foreign currency exchange market. WIBCP will
convert currency on a spot basis from time to time and will incur costs in
connection with such currency conversion. Although foreign exchange dealers do
not charge a fee for conversion, they do realize a profit based on the
difference (the "spread") between the prices at which they are buying and
selling various currencies. Thus, a dealer may offer to sell a foreign currency
to WIBCP at one rate, while offering a lesser rate of exchange should WIBCP
desire to resell that currency to the dealer. WIBCP does not intend to speculate
in foreign currency exchange rates.
<PAGE>
As an alternative to spot transactions, WIBCP may enter into contracts to
purchase or sell foreign currencies at a future date ("forward contracts") or
purchase currency call or put options. A forward contract involves an obligation
to purchase or sell a specific currency at a future date and price fixed by
agreement between the parties at the time of entering into the contract. These
contracts are traded in the interbank market conducted directly between currency
traders (usually large commercial banks) and their customers. Although a forward
contract generally involves no deposit requirement and no commissions are
charged at any stage for trades, WIBCP will use segregated accounts for forward
purchase transactions. WIBCP intends to enter into such contracts only on net
terms. The purchase of a put or call option is an alternative to the purchase or
sale of forward contracts and will be used if the option premiums are less then
those in the forward contract market.
WIBCP may enter into forward contracts or purchase currency options only
under two circumstances. First, when WIBCP enters into a contract for the
purchase or sale of a security dominated in a foreign currency, it may desire to
"lock in" the U.S. dollar price of the security. This is accomplished by
entering into a forward contract for the purchase or sale, for a fixed amount of
U.S. dollars, of the amount of foreign currency involved in the underlying
security transaction ("transaction hedging"). Such forward contract transactions
will enable WIBCP to protect itself against a possible loss resulting from an
adverse change in the relationship between the U.S. dollar and the subject
foreign currency during the period between the date the security is purchased or
sold and the date of payment for the security.
Second, when the investment adviser believes that the currency of a
particular foreign country may suffer a substantial decline against the U.S.
dollar, WIBCP may enter into a forward contract to sell, for a fixed amount of
U.S. dollars, the amount of foreign currency approximating the value of some or
all of the securities denominated in such foreign currency. The precise matching
of the forward contract amounts and the value of the securities involved will
not generally be possible. The future value of such securities in foreign
currencies will change as a consequence of fluctuations in the market value of
those securities between the date the forward contract is entered into and the
date it matures. The projection of currency exchange rates and the
implementation of a short-term hedging strategy are highly uncertain.
WIBCP's custodian will place cash or liquid, high-grade debt securities in
a segregated account. The amount of such segregated assets will be at least
equal to the value of WIBCP's total assets committed to the consummation of
forward contracts involving the purchase of forward currency. If the value of
the securities placed in the segregated account declines, additional cash or
securities will be placed in the account on a daily basis so that the value of
the amount will equal the amount of WIBCP's commitments with respect to such
contracts.
At the maturity of a forward contract, WIBCP may elect to sell the
portfolio security and make delivery of the foreign currency. Alternatively,
WIBCP may retain the security and terminate its contractual obligation to
deliver the foreign currency by purchasing an identical offsetting contract from
the same currency trader.
<PAGE>
It is impossible to forecast with precision the market value of portfolio
securities at the expiration of a forward contract. Accordingly, it may be
necessary for WIBCP to purchase additional foreign currency on the spot market
(and bear the expense of such purchase) if WIBCP intends to sell the security
and the market value of the security is less than the amount of foreign currency
that WIBCP is obligated to deliver. Conversely, it may be necessary to sell on
the spot market some of the foreign currency received upon the sale of the
portfolio security if its market value exceeds the amount of foreign currency
that WIBCP is obligated to deliver.
If WIBCP retains the portfolio security and engages in an offsetting
transaction, WIBCP will incur a gain or a loss (as described below) to the
extent that there has been a change in forward contract prices. If WIBCP engages
in an offsetting transaction, it may subsequently enter into a new forward
contract to sell the foreign currency. Should forward contract prices decline
during the period between the date WIBCP enters into a forward contract for the
sale of the foreign currency and the date it enters into an offsetting contract
for the purchase of the foreign currency, WIBCP will realize a gain to the
extent that the price of the currency it has agreed to sell exceeds the price of
the currency it has agreed to purchase. Should forward contract prices increase,
WIBCP will suffer a loss to the extent that the price of the currency it has
agreed to purchase exceeds the price of the currency it has agreed to sell.
WIBCP will not speculate in forward contracts and will limit its dealings
in such contracts to the transactions described above. Of course, WIBCP is not
required to enter into such transactions with respect to portfolio securities
quoted or denominated in a foreign currency and will not do so unless deemed
appropriate by its investment adviser. This method of protecting the value of
WIBCP's securities against a decline in the value of a currency does not
eliminate fluctuations in the underlying prices of the securities. It simply
establishes a rate of exchange which WIBCP can achieve at some future time.
Additionally, although such contracts tend to minimize the risk of loss due to a
decline in the value of the hedged currency, they also tend to limit any
potential gain which might be realized if the value of such currency increases.
LENDING PORTFOLIO SECURITIES -- A Portfolio may seek to increase its income
by lending its securities to broker-dealers or other institutional borrowers.
Under present regulatory policies of the Securities and Exchange Commission,
such loans are required to be secured continuously by collateral in cash, cash
equivalents or U.S. Government securities held by the Portfolio's custodian and
maintained on a current basis in an amount at least equal to the market value of
the securities loaned, which will be marked to market daily. Cash equivalents
include certificates of deposit, commercial paper and other short-term money
market instruments. A Portfolio would have the right to call a loan and obtain
the securities loaned at any time on up to five business days' notice. A
Portfolio would not have the right to vote any securities having voting rights
during the existence of a loan, but would call the loan in anticipation of an
important vote to be taken among holders of the securities or the giving or
withholding of their consent on a material matter affecting the investment.
BORROWINGS -- Each Portfolio may borrow money in an amount equal to 1/3 of
its net assets for temporary or emergency purposes or for the clearance of
transactions. A Portfolio will not purchase additional securities while such
borrowings exceed 5% of such Portfolio's total assets.
<PAGE>
REPURCHASE AGREEMENTS -- Each Portfolio may enter into repurchase
agreements in order to earn income. A repurchase agreement is an agreement under
which the seller of a security agrees to repurchase and the relevant Portfolio
agrees to resell such security at a specified time and price. A Portfolio may
enter into repurchase agreements only with large, well-capitalized banks or
government securities dealers that meet specified credit standards. In addition,
such repurchase agreements will provide that the value of the collateral
underlying the repurchase agreement will always be at least equal to the
repurchase price, including any accrued interest earned under the repurchase
agreement. In the event of a default or bankruptcy by a seller under a
repurchase agreement, the Portfolio will seek to liquidate such collateral.
However, the exercise of the right to liquidate such collateral could involve
certain costs, delays and restrictions and is not ultimately assured. To the
extent that proceeds from any sale upon a default of the obligation to
repurchase are less than the repurchase price, the Portfolio could suffer a
loss.
FORWARD COMMITMENTS AND WHEN ISSUED SECURITIES -- Each Portfolio may
purchase when-issued securities and make contracts to purchase or sell
securities for a fixed price at a future date beyond customary settlement time.
A Portfolio entering into such a transaction is required to maintain in a
segregated account with such Portfolio's custodian until the settlement date,
cash or high-grade liquid debt obligations in an amount sufficient to meet the
purchase price. Alternatively, the Portfolio may enter into offsetting contracts
for the forward sale of other securities that it owns. Securities purchased or
sold on a when-issued or forward commitment basis involve a risk of loss if the
value of the security to be purchased declines prior to the settlement date or
if the value of the security to be sold increases prior to the settlement date.
Although a Portfolio would generally purchase securities on a when-issued or
forward commitment basis with the intention of acquiring securities for its
portfolio, the Portfolio may dispose of a when-issued security or forward
commitment prior to settlement at a gain or loss if the investment adviser deems
it appropriate to do so.
INVESTMENT RESTRICTIONS
The following investment restrictions have been adopted by the Trust on
behalf of each Portfolio and may be changed only by the vote of a majority of a
Portfolio's outstanding voting securities, as defined in the 1940 Act.
Accordingly, each Portfolio may not:
(1) Borrow money in excess of 1/3 of the current market value of the net
assets of such Portfolio (excluding the amount borrowed) and then only
if such borrowing is incurred as a temporary measure for extraordinary
or emergency purposes or to facilitate the orderly sale of portfolio
securities to accommodate redemption requests; or issue any securities
other than its shares of beneficial interest except as appropriate to
evidence indebtedness which such Portfolio is permitted to incur;
(2) Pledge, mortgage or hypothecate its assets, except to secure permitted
borrowings. For purposes of this restriction, collateral arrangements
with respect to options, futures
<PAGE>
contracts and options on future contracts shall not be deemed to be
a mortgage, pledge or hypothecation);
(3) Invest more than 5% of its total assets taken at current market value
in the securities of any one issuer or purchase more than 10% of the
voting securities of any one issuer;
(4) Purchase or retain securities of any issuer if 5% of the issuer's
securities are owned by those officers and Trustees of the Trust or its
investment adviser who own individually more than 1/2 of 1% of the
issuer's securities;
(5) Purchase securities on margin or make short sales, except that such
Portfolio may make sales against the box;
(6) Buy or sell real estate, commodities, or commodity contracts unless
acquired as a result of ownership of securities; except that the
Portfolio may purchase and sell futures contracts on securities,
indices, currency and other financial instruments and options on
futures contracts;
(7) Purchase any securities which would cause more than 25% of the market
value of such Portfolio's total assets at the time of such purchase to
be invested in the securities of issuers having their principal
business activities in the same industry, provided that there is no
limitation in respect to investments in obligations issued or
guaranteed by the U.S. Government or its agencies or instrumentalities;
(8) Underwrite securities issued by other persons except insofar as the
Trust may technically be deemed an underwriter under the Securities Act
of 1933 in selling a portfolio security;
(9) Make loans, except (i) through the loan of a portfolio security, (ii)
by entering into repurchase agreements and (iii) to the extent that the
purchase of debt instruments for the Portfolio in accordance with the
Portfolio's investment objective and policies may be deemed to be
loans;
(10) Purchase from or sell to any of its Trustees and officers, its
administrator, investment adviser, or principal underwriter, if any, or
the officers and directors of said administrator, investment adviser or
principal underwriter, portfolio securities; or
(11) Issue senior securities, except as permitted under (1).
In addition to the foregoing fundamental investment restrictions, each
Portfolio has adopted the following nonfundamental policies which reflect the
intentions of the Trustees under current circumstances. Unlike the fundamental
investment restrictions, these policies may be changed at any time by the
Trustees without shareholder approval. Each Portfolio will not: purchase oil,
gas or other mineral leases or purchase partnership interests in oil, gas or
other mineral exploration
<PAGE>
or development programs; purchase warrants of any issuer if, as a result,
more than 2% of the value of its total assets would be invested in warrants
which are not listed on the New York or American Stock Exchanges and more than
5% of the value of its total assets would be invested in warrants, such warrants
in each case to be valued at the lesser of cost or market, but assigning no
value to warrants acquired by such Portfolio in units or attached to securities;
or enter into repurchase agreements maturing in more than seven days or invest
in illiquid or restricted securities if, as a result, more than 15% of the
Portfolio's net assets (10% of net assets in the case of the Money Market
Portfolio) would be invested in such repurchase agreements and securities.
If a percentage restriction contained in the Portfolio's investment
restrictions or policies is adhered to at the time of investment, a later
increase or decrease in the percentage resulting from a change in the value of
portfolio securities or the Portfolio's net assets will not be considered a
violation of such restrictions.
PERFORMANCE INFORMATION
Each Portfolio may from time to time report its yield and total return in
advertisements, reports to shareholders and other sales material. Total return
and yield will be computed as described below.
TOTAL RETURN
The average annual total return of each Portfolio is determined for a
particular period by calculating the actual dollar amount of investment return
on a $1,000 investment in the Portfolio made at the maximum public offering
price (i.e. net asset value) at the beginning of the period, and then
calculating the annual compounded rate of return which would produce that
amount. Total return for a period of one year is equal to the actual return of
the Portfolio during that period. This calculation assumes that all dividends
and distributions are reinvested at net asset value on the reinvestment dates
during the period. The formula can be expressed as follows:
1
Ending Value --
-------------- n
Average Annual Total Return =[ ( Starting Value ) - 1 ] x 100
where Starting Value equals $1,000 and n = number of years.
In addition, each Portfolio may provide total return information for other
designated periods, such as for the most recent six months or most recent 12
months. This total return information is computed as described above except that
no annualization is made.
<PAGE>
The average annual total return of each Portfolio for the one-year period
ended December 31, 1994 and from inception to December 31, 1994 are shown in the
table below:
<TABLE>
<CAPTION>
One Year Inception To Inception
Ended 12/31/94 12/31/94 Date
- --------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Wright Near Term Bond Portfolio -- (3.2)% 1/6/94
Wright Selected Blue Chip Portfolio -- (6.2)% 1/6/94
Wright Total Return Portfolio (7.1)% (7.1)% 12/7/93
Wright International Blue Chip Portfolio -- (8.1)% 1/6/94
- ---------------------------------------------------------------------------------------------------
</TABLE>
1 During the periods ended December 31, 1994, the operating expenses of the
Portfolios were reduced either by a reduction of the investment adviser fee,
the administrator fee, and the allocation of expenses to the Adviser, or a
combination of these. Had such actions not been undertaken, the Portfolios
would have had lower returns.
2 The total investment return does not reflect expenses that apply to the
separate account or policies. If these charges had been
included, the total return would be reduced.
YIELD
The yield of each Portfolio is computed by dividing its net investment
income per share earned during a recent 30-day period by the maximum offering
price (i.e. net asset value) per share on the last day of the period and
annualizing the resulting figure. Net investment income per share is equal to
the dividends and interest earned on a Portfolio's assets during the period,
with the resulting number being divided by the average daily number of shares
outstanding and entitled to receive dividends during the period. The formula is
as follows:
6
Yield = 2 [ ( a-b + 1) - 1 ]
----
cd
Where:
a = dividends and interest earned during the period.
b = expenses accrued for the period (after reductions).
c = the average daily number of accumulation units outstanding during
the period.
d = the maximum offering price per accumulation unit on the last day of
the period.
NOTE: "a" is calculated for stocks by dividing the stated dividend rate for
each security held during the period by 360. "a" is estimated for debt
securities other than mortgage certificates by dividing the year-end market
value times the yield to maturity by 360. "a" for mortgage securities, such as
GNMAs, is the actual income earned. Neither discount nor premium has been
amortized.
<PAGE>
For the 30-day period ended December 31, 1994, the yield of each of the
following Portfolios was:
30-Day Period Ended
December 31, 1994
---------------------------------------------------------------
Wright Near Term Bond Portfolio 6.49%
Wright Selected Blue Chip Portfolio 1.29%
Wright Total Return Bond Portfolio 6.89%
---------------------------------------------------------------
The "yield" and "effective yield" of the Money Market Portfolio is
calculated in the following manner:
A. Yield -- the net annualized yield based on a specific 7-calendar
days calculated at simple interest rates. Yield is calculated by
determining the net change, exclusive of capital changes, in the
value of a hypothetical preexisting account having a balance of
one share at the beginning of the period, subtracting a
hypothetical charge reflecting deductions from shareholders'
accounts, and dividing the difference by the value of the account
at the beginning of the base period to obtain the base period
return. The yield is annualized by multiplying the base period
return by 365/7.
The yield figure is stated to the nearest hundredth of one
percent.
B. Effective Yield -- the net annualized yield for a specified
7-calendar days assuming a reinvestment of the yield or
compounding. Effective yield is calculated by the same method as
yield except the yield figure is compounded by adding 1, raising
the sum to a power equal to 365 divided by 7, and subtracting one
from the result, according to the following formula: Effective
Yield = [(Base Period Return +1)365/7]-1.
Total return, yield and effective yield are based on historical earnings
and are not intended to indicate future performance. Total return and yield will
vary based on changes in market conditions and the level of expenses.
A Portfolio's yield or total return may be compared to the Consumer Price
Index and various domestic securities indices. A Portfolio's yield or total
return and comparisons with these indices may be used in advertisements and in
information furnished to present or prospective shareholders.
From time to time, evaluations of a Portfolio's performance made by
independent sources may be used in advertisements and in information furnished
to present or prospective shareholders. These include the rankings prepared by
Lipper Analytical Services, Inc., an independent
<PAGE>
service which monitors the performance of mutual funds. The Lipper
performance analysis includes the reinvestment of dividends and capital gain
distributions, but does not take sales charges into consideration and is
prepared without regard to tax consequences.
PORTFOLIO TRANSACTIONS
The investment adviser places the security transactions for each Portfolio,
which in some cases may be effected in block transactions which include other
accounts managed by the investment adviser. The investment adviser provides
similar services directly for bank trust departments and other investment
companies. In some instances, allocation of the securities to be purchased or
sold, and the expenses in connection with such transaction, is made in a manner
the investment adviser considers to be most equitable and consistent with its
fiduciary obligations to the Trust and such other clients. Such allocation may
adversely affect the size of the position obtainable by a Portfolio.
The investment adviser seeks to execute portfolio security transactions on
the most favorable terms and in the most effective manner possible. In seeking
best execution, the investment adviser will use its best judgment in evaluating
the terms of a transaction, and will give consideration to various relevant
factors, including without limitation the size and type of the transaction, the
nature and character of the markets for the security, the confidentiality, speed
and certainty of effective execution required for the transaction, the
reputation, experience and financial condition of the broker-dealer and the
value and quality of service rendered by the broker-dealer in other
transactions, and the reasonableness of the brokerage commission or markup, if
any.
It is expected that on frequent occasions there will be many broker-dealer
firms which will meet the foregoing criteria for a particular transaction. In
selecting among such firms, the Portfolios may give consideration to those firms
which supply brokerage and research services, quotations and statistical and
other information to the investment adviser for use in servicing their accounts
or firms which purchase its investment services. The term "brokerage and
research services" includes advice as to the value of securities, the
advisability of investing in, purchasing or selling securities, and the
availability of securities or purchasers or sellers of securities; furnishing
analyses and reports concerning issuers, industries, securities, economic
factors and trends, portfolio strategy and the performance of accounts; and
effecting securities transactions and performing functions incidental thereto
(such as clearance and settlement). Such services and information may be useful
and of value to the investment adviser in servicing all or less than all of its
accounts and the services and information furnished by a particular firm may not
necessarily be used in connection with the account which paid brokerage
commissions to such firm. The advisory fee paid by the Portfolios to the
investment adviser is not reduced as a consequence of its receipt of such
services and information. While such services and information are not expected
to reduce the investment adviser's normal research activities and expenses, the
investment adviser would, through use of such services and information, avoid
the additional expenses which would be incurred if it attempted to develop
comparable services and information through its own staff.
<PAGE>
Under the Investment Advisory Contract, the investment adviser has the
authority to pay commissions on portfolio transactions for brokerage and
research services exceeding that which other brokers or dealers might charge
provided certain conditions are met. The Investment Advisory Contract expressly
authorizes the selection of a broker or dealer which charges a Portfolio a
commission which is in excess of the amount of commission another broker or
dealer would have charged for effecting that transaction if it is determined in
good faith that such commission was reasonable in relation to the value of the
brokerage and research services which have been provided.
Subject to the requirement that the investment adviser shall use its best
efforts to seek to execute each Portfolio's security transactions at
advantageous prices and at reasonably competitive commission rates, the
investment adviser, as indicated above, is authorized to consider as a factor in
the selection of any broker-dealer firm with whom a Portfolio's orders may be
placed the fact that such firm has sold or is selling shares of the Portfolio or
of other investment companies sponsored by the investment adviser.
During the fiscal year ended December 31, 1994 and for the period from the
start of business, December 7, 1993 to the fiscal year ended December 31, 1993,
the Wright Total Return Bond Portfolio paid no brokerage commissions on
portfolio transactions.
During the period from the start of business, January 6, 1994 to the fiscal
year ended December 31, 1994, the Portfolios paid the following aggregate
brokerage commissions on portfolio transactions:
1994
- ----------------------------------------------------------------------------
Wright Near Term Bond Portfolio $--
Wright Selected Blue Chip Portfolio $4,952
Wright International Blue Chip Portfolio $2,812
- ----------------------------------------------------------------------------
MANAGEMENT OF THE TRUST
OFFICERS AND TRUSTEES
The officers and Trustees of the Trust are listed below. Except as
indicated, each individual has held the office shown or other offices in the
same company for the last five years. Those Trustees who are "interested
persons," as defined in the 1940 Act, of the Trust, Wright, Eaton Vance, Eaton
Vance's wholly-owned subsidiary, Boston Management and Research ("BMR"), or
Eaton Vance's parent company, Eaton Vance Corp. ("EVC"), or Eaton Vance's
Trustee, Eaton Vance, Inc. ("EV"), by virtue of their affiliation with the
Trust, Wright, Eaton Vance, EVC or EV, are indicated by an asterisk (*).
<PAGE>
PETER M. DONOVAN (52), PRESIDENT AND TRUSTEE*
President and Director of Wright Investors' Service Vice President,
Treasurer and a Director of Wright Investors' Service Distributors, Inc.
Address: 1000 Lafayette Boulevard, Bridgeport, CT 06604
H. DAY BRIGHAM, JR. (68), VICE PRESIDENT, SECRETARY AND TRUSTEE*
Vice President of Eaton Vance, EVC and EV and Director, EV and EVC
Director, Trustee and officer of various investment companies in the Eaton Vance
group of funds Director, Investors Bank & Trust Company
Address: 24 Federal Street, Boston, MA 02110
WINTHROP S. EMMET (84), TRUSTEE
Attorney at Law, Stockbridge, MA
Trust Officer, First National City Bank, New York, NY (1963-1971)
Address: Box 327, West Center Road, West Stockbridge, MA 01266
JATIN J. MEHTA, CFA (55), TRUSTEE*
Executive Counselor and Director of Education of Wright Investors' Service
Executive of the Industrial Credit Investment Corporation of India, a World Bank
agency in India for financial assistance to private industry. Member of the New
York Society of Security Analysts and the Hartford Society of Financial
Analysts.
Address: 1000 Lafayette Boulevard, Bridgeport, CT 06604
A.M. MOODY III (58), VICE PRESIDENT & TRUSTEE*
Senior Vice President, Wright Investors' Service
President, Wright Investors' Service Distributors, Inc.
Address: 1000 Lafayette Boulevard, Bridgeport, CT 06604
LLOYD F. PIERCE (76), TRUSTEE
Retired Vice Chairman (prior to 1984 - President), People's Bank, Bridgeport, CT
Member, Board of Trustees, People's Bank, Bridgeport, CT Board of Directors,
Southern Connecticut Gas Company Chairman, Board of Directors, COSINE
Address: 125 Gull Circle North, Daytona Beach, FL 32119
GEORGE R. PREFER (60), TRUSTEE
Retired President and Chief Executive Officer, Muller Data Corp., New York,
NY (President 1983-1986 and 1989-1990); President and Chief Executive Officer,
InvestData Corporation, A Mellon Financial Services Company (1986-1989)
Address: 7738 Silver Bell Drive, Sarasota, FL 34241
<PAGE>
RAYMOND VAN HOUTTE (70), TRUSTEE
President Emeritus and Counselor of The Tompkins County Trust Co., Ithaca,
NY (since January 1989); President and Chief Executive Officer, The Tompkins
County Trust Company (1973-1988); President, New York State Bankers Association
(1987-1988); Director, McGraw Housing Company, Inc., Deanco, Inc., Evaporated
Metal Products and Tompkins County Area Development, Inc.
Address: One Strawberry Lane, Ithaca, NY 14850
JUDITH R. CORCHARD (56), VICE PRESIDENT
Executive Vice President, Investment Management: Senior Investment Officer;
Vice Chairman of the Investment Committee and Director Wright Investors'
Service.
Address: 1000 Lafayette Boulevard, Bridgeport, CT 06604
JAMES L. O'CONNOR (50), TREASURER
Vice President of Eaton Vance and EV.
Officer of various investment companies in the Eaton Vance group of funds.
Address: 24 Federal Street, Boston, MA 02110
JANET E. SANDERS (59), ASSISTANT SECRETARY AND ASSISTANT TREASURER
Vice President of Eaton Vance and EV.
Officer of various investment companies in the Eaton Vance group of funds
Address: 24 Federal Street, Boston, MA 02110
WILLIAM J. AUSTIN, JR. (43), ASSISTANT TREASURER
Assistant Vice President of Eaton Vance and EV.
Officer of various investment companies in the Eaton Vance group of funds.
Address: 24 Federal Street, Boston, MA 02110
RICHARD E. HOUGHTON (64), ASSISTANT SECRETARY
Vice President of Eaton Vance and EV.
Officer of various investment companies in the Eaton Vance group of funds.
Address: 24 Federal Street, Boston, MA 02110
JOHN P. RYNNE (52), ASSISTANT SECRETARY
Vice President and Comptroller of Eaton Vance and EV and Comptroller of EVC.
Address: 24 Federal Street, Boston, MA 02110
All of the Trustees and officers (except Mr. Mehta) hold identical
positions with The Wright Managed Equity Trust, The Wright Managed Income Trust
and The Wright EquiFund Equity Trust. The Trustees (Messrs. Emmet, Pierce,
Prefer and Van Houtte) who are not affiliated persons of the Trust receive from
the Trust a fee for each meeting attended and are reimbursed for the expenses
they incur in attending meetings. They also received additional payments from
other invesmtent companies for which Wright provides investment advisory
services. The Trustees who are interested persons of the Trust receive no
compensation from the Trust. For Trustee compensation for the fiscal year ended
December 31, 1994, see the following table.
<PAGE>
<TABLE>
<CAPTION>
COMPENSATION TABLE - FISCAL YEAR ENDED DECEMBER 31, 1994
Registrant - The Wright Managed Blue Chip Series Trust
Registered Investment Companies - 4
- ----------------------------------------------------------------------------------------------------------
Aggregate Compensation Pension Estimated Total
From The Wright Managed Benefits Annual Compensation
Trustees Blue Chip Series Trust Accrued Benefits Paid(1)
- ----------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Winthrop S. Emmet $1,100 None None $5,000
Leland Miles $1,100 None None $5,000
Lloyd F. Pierce $1,100 None None $5,000
George R. Prefer $1,100 None None $5,000
Raymond Van Houtte $1,100 None None $5,000
- ----------------------------------------------------------------------------------------------------------
<FN>
(1) Total compensation paid is from the The Wright Managed Blue Chip Series
Trust (4 Funds) and the other boards in the Wright Fund complex (19 Funds)
for a total of 23 Funds.
</FN>
</TABLE>
Messrs. Emmet, Pierce, Prefer and Van Houtte are members of the Special
Nominating Committee of the Trustees. The Special Nominating Committee's
function is selecting and nominating individuals to fill vacancies, as and when
they occur, in the ranks of those Trustees who are not "interested persons" of
the Trust, Eaton Vance or Wright. The Trust does not have a designated audit
committee since the full board performs the functions of such committee.
THE INVESTMENT ADVISER
The Trust has engaged Wright to act as each Portfolio's investment adviser
pursuant to an Investment Advisory Contract dated August 10, 1993 (the
"Investment Advisory Contract"). Wright, located at 1000 Lafayette Boulevard,
Bridgeport, Connecticut, was founded in 1960 and currently provides investment
services to clients throughout the United States and abroad. John Winthrop
Wright may be considered a controlling person of Wright by virtue of his
position as Chairman of the Board of Directors of Wright, and by reason of his
ownership of more than a majority of the outstanding shares of Wright. An
affiliate of the investment adviser receives an annual service fee of .50% of
the annuity purchase value from PFL for acting as principal underwriter of the
Contracts.
The Investment Advisory Contract provides that Wright will carry out the
investment and reinvestment of the assets of the Portfolios, will furnish
continuously an investment program with respect to the Portfolios, will
determine which securities should be purchased, sold or exchanged, and will
implement such determinations. Wright will furnish to the Portfolios investment
advice and management services, office space, equipment and clerical personnel,
and investment advisory, statistical and research facilities. In addition,
Wright has arranged for certain members of the Eaton Vance and Wright
organizations to serve without salary as officers or Trustees of the Trust. In
return for these services, each Portfolio is obligated to pay a monthly advisory
fee calculated at the rates set forth in the following table.
<PAGE>
<TABLE>
<CAPTION>
ANNUAL % ADVISORY FEE RATES
-----------------------------------------
Under $500 Million
$500 to Over
PORTFOLIOS Million $1 Billion $1 Billion
- --------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
Wright Managed Money Market Portfolio (WMMBP) 0.25% 0.20% 0.20%
Wright Near Term Bond Portfolio (WNTBP) 0.45% 0.40% 0.35%
Wright Government Obligations Portfolio (WGOP) 0.45% 0.40% 0.35%
Wright Total Return Bond Portfolio (WTRBP) 0.45% 0.40% 0.35%
Wright Selected Blue Chip Portfolio (WSBCP) 0.65% 0.60% 0.55%
Wright International Blue Chip Portfolio (WIBCP) 0.80% 0.75% 0.70%
- --------------------------------------------------------------------------------------------------
</TABLE>
The following table sets forth the net assets of each Portfolio that was
offering its shares as at December 31, 1994, and the advisory fee earned from
each such Portfolio during the fiscal years ended December 31, 1994 and 1993. As
of December 31, 1994, the Wright Money Market Portfolio and the Wright
Government Obligations Portfolio had not commenced operations.
<TABLE>
<CAPTION>
Aggregate Fee Earned Fee Rate Fee Earned Fee Rate
Net for the Fiscal for the Fiscal for the Fiscal for the Fiscal
Assets Year Ended Year Ended Year Ended Year Ended
PORTFOLIOS 12/31/94 12/31/93 12/31/93 12/31/94 12/31/94
- -----------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Wright Near Term Bond Portfolio (WNTBP)** $451,488 -- -- $1,921(1) 0.45%
Wright Total Return Bond Portfolio (WTRBP)* $520,383 $41 0.45% $1,861(2) 0.45%
Wright Selected Blue Chip Portfolio (WSBCP)** $1,452,465 -- -- $5,488(3) 0.65%
Wright International Blue Chip Portfolio (WIBCP)** $1,228,946 -- -- $5,535(4) 0.80%
- -----------------------------------------------------------------------------------------------------------------------------
<FN>
* Start of business, December 7, 1993.
** Start of business, January 6, 1994.
(1) To enhance the net income of WNTBP, Wright made a reduction of its advisory
fee in the full amount of such fee and Wright was allocated $16,824 of
expenses related to the operation of such Portfolio.
(2) To enhance the net income of WTRBP, Wright made a reduction of its advisory
fee in the full amount of such fee and Wright was allocated $23,275 of
expenses related to the operation of such Portfolio.
(3) To enhance the net income of WSBCP, Wright made a reduction of its advisory
fee in the full amount of such fee and Wright was allocated $12,240 of
expenses related to the operation of such Portfolio.
(4) To enhance the net income of WIBCP, Wright made a reduction of its advisory
fee in the full amount of such fee and Wright was allocated $13,935 of
expenses related to the operation of such Portfolio.
</FN>
</TABLE>
<PAGE>
THE ADMINISTRATOR
The Trust has engaged Eaton Vance to act as the administrator for each
Portfolio pursuant to an Administration Agreement dated August 10, 1993. Eaton
Vance or its affiliates act as investment adviser to investment companies and
various individual and institutional clients with assets under management of
approximately $15 billion. Eaton Vance is a wholly-owned subsidiary of Eaton
Vance Corp. ("EVC"), a publicly held holding company.
Under the Administration Agreement, Eaton Vance is responsible for managing
the business affairs of each Portfolio, subject to the supervision of the
Trustees. Eaton Vance's services include recordkeeping, preparation and filing
of documents required to comply with federal and state securities laws,
supervising the activities of the Trust's custodian and transfer agent,
providing assistance in connection with the Trustees' and shareholders' meetings
and other administrative services necessary to conduct each Portfolio's
business. Eaton Vance will not provide any investment management or advisory
services to the Portfolios. For its services under the Administration Agreement,
Eaton Vance receives monthly administration fees based on the net assets of each
Portfolio at the annual rates set forth in the following table.
<TABLE>
<CAPTION>
ANNUAL % -- ADMINISTRATION FEE RATES
$100 Million $250 Million
Under to to Over
$100 Million $250 Million $500 Million $500 Million
- -----------------------------------------------------------------------------------------------
<S> <C> <C> <C>
0.05% 0.04% 0.03% 0.02%
- -----------------------------------------------------------------------------------------------
</TABLE>
The following table sets forth the administration fees from each Portfolio
for the fiscal years ended December 31, 1994 and 1993. As of December 31, 1994,
the Wright Managed Money Market Portfolio and Wright Government Obligations
Portfolio had not commenced operations.
<TABLE>
<CAPTION>
Administration Fee Administration Fee
Earned for the Fiscal YearEarned for the Fiscal Year
PORTFOLIOS Ended 12/31/94(1) Ended 12/31/93(1)
- ------------------------------------------------------------------------------------------------------
<S> <C> <C>
Wright Near Term Bond Portfolio (WNTBP)** $214 --
Wright Total Return Bond Portfolio (WTRBP)* $207 $5
Wright Selected Blue Chip Portfolio (WSBCP)** $422 --
Wright International Blue Chip Portfolio (WIBCP)** $346 --
- ------------------------------------------------------------------------------------------------------
* Start of business, December 7, 1993; ** Start of business, January 6, 1994.
(1) Eaton Vance made a reduction of the administration fee in the full amount
for each Portfolio.
</TABLE>
<PAGE>
Eaton Vance and EV are both wholly owned subsidiaries of EVC. BMR is a
wholly-owned subsidiary of Eaton Vance. Eaton Vance and BMR are both
Massachusetts business trusts, and EV is the Trustee of Eaton Vance and BMR. The
Directors of EV are Landon T. Clay, H. Day Brigham, Jr., M. Dozier Gardner,
James B. Hawkes, and Benjamin A. Rowland, Jr. The Directors of EVC consist of
the same persons and John G. L. Cabot and Ralph Z. Sorenson. Mr. Clay is
chairman, and Mr. Gardner is president and chief executive officer of EVC, Eaton
Vance, BMR and EV. All of the issued and outstanding shares of Eaton Vance and
of EV are owned by EVC. All of the issued and outstanding shares of BMR are
owned by Eaton Vance. All shares of the outstanding Voting Common Stock of EVC
are deposited in a Voting Trust which expires December 31, 1996, the Voting
Trustees of which are Messrs. Brigham, Clay, Gardner, Hawkes, and Rowland. The
Voting Trustees have unrestricted voting rights for the election of Directors of
EVC. All of the outstanding voting trust receipts issued under said Voting Trust
are owned by certain of the officers of Eaton Vance and BMR who are also
officers and Directors of EVC and EV. As of March 31, 1995, Messrs. Clay,
Gardner and Hawkes each owned 24% of such voting trust receipts. Messrs. Rowland
and Brigham owned 15% and 13%, respectively, of such voting trust receipts.
Messrs. Brigham and Rynne, who are officers or Trustees of the Trust, are
members of the Eaton Vance, EV, BMR and EVC organizations. Messrs. Austin,
Houghton, and O'Connor and Ms. Sanders, who are officers of the Trust, are also
members of the Eaton Vance, BMR and EV organizations. Eaton Vance will receive
the fees paid under the Administration Agreements.
Eaton Vance owns all of the stock of Energex Corporation which is engaged
in oil and gas operations. EVC owns all of the stock of Marblehead Energy Corp.
(which engages in oil and gas operations) and 77.3% of the stock of Investors
Bank & Trust Company, which provides custodial, trustee and other fiduciary
services to investors, including individuals, employee benefit plans,
corporations, investment companies, savings banks and other institutions. In
addition, Eaton Vance owns all the stock of Northeast Properties, Inc., which is
engaged in real estate investment and consulting and management. EVC owns all of
the stock of Fulcrum Management, Inc. and MinVen, Inc., which are engaged in the
development of precious metal properties. EVC, EV, Eaton Vance and BMR may also
enter into other businesses.
OTHER MANAGEMENT ISSUES
The Trust will be responsible for all of its expenses not assumed by Wright
under its Investment Advisory Contract or by Eaton Vance under its
Administration Agreement, including, without limitation, the fees and expenses
of its custodian and transfer agent, including those incurred for determining
each Portfolio's net asset value and keeping each Portfolio's books; the cost of
share certificates; membership dues in investment company organizations;
brokerage commissions and fees; fees and expenses of registering its shares;
expenses of reports to shareholders, proxy statements, and other expenses of
shareholders' meetings; insurance premiums; printing and mailing expenses;
interest, taxes and corporate fees; legal and accounting expenses; expenses of
Trustees not affiliated with Eaton Vance or Wright; and investment advisory and
administration fees. The Trust will also bear expenses incurred in connection
with litigation in which the Trust is a party and the legal obligation the Trust
may have to indemnify its officers and Trustees with respect thereto.
<PAGE>
The Trust's Investment Advisory Contract and Administration Agreement will
remain in effect until February 28, 1996. The Trust's Investment Advisory
Contract may be continued with respect to a Portfolio from year to year
thereafter so long as such continuance after February 28, 1996 is approved at
least annually (i) by the vote of a majority of the Trustees who are not
"interested persons" of the Trust, Eaton Vance or Wright cast in person at a
meeting specifically called for the purpose of voting on such approval and (ii)
by the Board of Trustees of the Trust or by vote of a majority of the
outstanding shares of that Portfolio. The Trust's Administration Agreement may
be continued from year to year after February 28, 1996 so long as such
continuance is approved annually by the vote of a majority of the Trustees. Each
agreement may be terminated as to a Portfolio at any time without penalty on
sixty (60) days' written notice by the Board of Trustees or Directors of either
party, or by vote of the majority of the outstanding shares of that Portfolio,
and each agreement will terminate automatically in the event of its assignment.
Each agreement provides that, in the absence of willful misfeasance, bad faith,
gross negligence or reckless disregard of its obligations or duties to the Trust
under such agreement on the part of Eaton Vance or Wright, Eaton Vance or Wright
will not be liable to the Trust for any loss incurred. The Trust's Investment
Advisory Contract and Administration Agreement were most recently approved by
its Trustees, including the "non-interested Trustees," at a meeting held on
January 25, 1995.
CUSTODIAN
Investors Bank & Trust Company ("IBT"), 24 Federal Street, Boston, Massachusetts
(a 77.3% owned subsidiary of EVC) acts as custodian for each of the Portfolios.
IBT, directly or through subcustodians, has the custody of all cash and
securities of the Portfolios, maintains the Portfolios' general ledgers and
computes daily the net asset value per share of each Portfolio. In such capacity
it attends to details in connection with the sale, exchange, substitution,
transfer or other dealings with the Portfolios' investments, receives and
disburses all funds and performs various other ministerial duties upon receipt
of proper instructions from the Portfolios. A portion of the custody fee for
each Portfolio is based upon the Trust's aggregate assets, the fees so
determined being then allocated among the Portfolios relative to their size.
These fees are then reduced by a credit for a Portfolio's cash balances at IBT
equal to 75% of the 91-day, U.S. Treasury Bill auction rate applied to such
Portfolio's average daily collected balances for the week. In addition, each
Portfolio pays a fee based on the number of portfolio transactions and a fee for
bookkeeping and valuation services. During the fiscal year ended December 31,
1994, the Portfolios paid IBT the following amounts under these arrangements:
Wright Near Term Bond Portfolio........................$15,485
Wright Total Return Bond Portfolio.....................$16,030
Wright Selected Blue Chip Portfolio....................$16,415
Wright International Blue Chip Portfolio...............$21,308
EVC and its affiliates and its officers and employees from time to time
have transactions with various banks, including the Portfolios' custodian, IBT.
Those transactions with IBT
<PAGE>
which have occurred to date have included loans to certain of Eaton Vance's
officers and employees. It is Eaton Vance's opinion that the terms and
conditions of such transactions were not and will not be influenced by existing
or potential custodian or other relationships between the Portfolios and IBT.
INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS
Deloitte & Touche LLP, 125 Summer Street, Boston, Massachusetts are the Trust's
independent certified public accountants, providing audit services, tax return
preparation, and assistance and consultation with respect to the preparation of
filings with the Securities and Exchange Commission.
LEGAL MATTERS
Certain legal matters are passed on for the Trust by Hale and Dorr, 60
State Street, Boston, Massachusetts 02109.
NET ASSET VALUE
The net asset value per share of each Portfolio is determined as of the
close of regular trading of the New York Stock Exchange (currently 4:00 p.m.,
New York City time), Monday through Friday, exclusive of national business
holidays. The Trust will be closed on the following national business holidays:
New Year's Day, Presidents' Day, Good Friday, Memorial Day, Independence Day,
Labor Day, Thanksgiving Day and Christmas. Portfolio securities for which the
primary market is on a domestic or foreign exchange or which are traded
over-the-counter and quoted on the NASDAQ System will be valued at the last sale
price on the day of valuation or, if there was no sale that day, at the last
reported bid price, using prices as of the close of trading. Portfolio
securities not quoted on the NASDAQ System that are actively traded in the
over-the-counter market, including listed securities for which the primary
market is believed to be the over-the-counter market, will be valued at the most
recently quoted bid price provided by the principal market makers.
With respect to WIBCP, foreign securities traded outside the United States
are generally valued as of the time their trading is completed, which is usually
different from the close of the New York Stock Exchange. Occasionally, events
affecting the value of such securities may occur between such times and the
close of the New York Stock Exchange that will not be reflected in the
computation of WIBCP's net asset value. If events materially affecting the value
<PAGE>
of such securities occur during such period, these securities will be valued at
their fair value according to procedures decided upon in good faith by the
Trustees. All securities and other assets of WIBCP initially quoted or
denominated in foreign currencies will be converted to U.S. dollar values at the
mean of the bid and offer prices of such currencies against U.S. dollars last
quoted on a valuation date by any recognized dealer.
In the case of any securities which are not actively traded, reliable
market quotations may not be considered to be readily available. These
investments are stated at fair value as determined under the direction of the
Trustees. Such fair value is expected to be determined by utilizing information
furnished by a pricing service which determines valuations for normal,
institutional-size trading units of such securities using methods based on
market transactions for comparable securities and various relationships between
securities which are generally recognized by institutional traders.
If any securities held by a Portfolio are restricted as to resale, their
fair value will be determined following procedures approved by the Trustees. The
Trustees periodically review such procedures. The fair value of such securities
is generally determined to be the amount which the Portfolio could reasonably
expect to realize from an orderly disposition of such securities over a
reasonable period of time. The valuation procedures applied in any specific
instance are likely to vary from case to case. However, consideration is
generally given to the financial position of the issuer and other fundamental
analytical data relating to the investment and to the nature of the restrictions
on disposition of the securities (including any registration expenses that might
be borne by the Portfolio in connection with such disposition). In addition,
specific factors are also generally considered, such as the cost of the
investment, the market value of any unrestricted securities of the same class
(both at the time of purchase and at the time of valuation), the size of the
holding, the prices of any recent transactions or offers with respect to such
securities and any available analysts' reports regarding the issuer.
Notwithstanding the foregoing, short-term debt securities with maturities
of 60 days or less will be valued at amortized cost.
The Money Market Portfolio uses the amortized cost method to value its
securities, which is intended to permit the Money Market Portfolio generally to
maintain a constant net asset value of $1.00 per share. The Money Market
Portfolio is permitted to use the amortized cost method of valuation for its
portfolio securities pursuant to regulations of the Securities and Exchange
Commission. This method may result in periods during which value, as determined
by amortized cost, is higher or lower than the price the Money Market Portfolio
would receive if it sold the instrument. The net asset value per share would be
subject to fluctuation upon any significant changes in the value of the Money
Market Portfolio's securities. The value of debt securities, such as those in
the Money Market Portfolio, usually reflects yields generally available on
securities of similar yield, quality and duration. When such yields decline, the
value of a portfolio holding such securities can be expected to decline.
Although the Money Market Portfolio seeks to maintain the net asset value per
share of the Money Market Portfolio at $1.00, there can be no assurance that net
asset value will not vary.
<PAGE>
The Trustees of the Trust have established procedures reasonably designed,
taking into account current market conditions and the Money Market Portfolio's
investment objective, to stabilize the net asset value per share for purposes of
sales and redemptions at $1.00. These procedures include the determination, at
such intervals as the Trustees deem appropriate, of the extent, if any, to which
the net asset value per share calculated by using available market quotations
deviates from $1.00 per share. In the event such deviation exceeds one half of
one percent, the Trustees are required to promptly consider what action, if any,
should be initiated.
TAXES
FEDERAL INCOME TAXES
In order to qualify as a regulated investment company as described in the
Prospectus, a Portfolio must, among other things, (1) derive at least 90% of its
gross income in each taxable year from dividends, interest, payments with
respect to securities loans, gains from the sale or other disposition of stocks
or securities or foreign currencies, or other income (including but not limited
to gains from forward contracts) derived with respect to its business of
investing in such stocks or securities; (2) derive less than 30% of its gross
income in each taxable year from the sale or other disposition of stocks or
securities held less than three months; and (3) diversify its holdings in
compliance with the diversification requirements of Subchapter M of the Code so
that, at the end of each quarter of the Portfolio's taxable year, (a) at least
50% of the market value of the Portfolio's total assets is represented by cash,
U.S. Government securities and other securities limited in respect of any one
issuer to not more than 5% of the value of the Portfolio's total assets and to
not more than 10% of the voting securities of such issuer, and (b) not more than
25% of the value of its total assets is invested in securities of any one issuer
(other than government securities) or certain other issuers controlled by the
Portfolio.
As a regulated investment company, a Portfolio will not be subject to
federal income tax on net investment income and net capital gains (short- and
long-term), if any, that it distributes to its shareholders if at least 90% of
its investment company taxable income (i.e., all of its net taxable income other
than the excess, if any, of net long-term capital gain over net short-term
capital loss ("net capital gain") for the taxable year is distributed in
accordance with applicable timing requirements, but will be subject to tax at
regular corporate rates on any investment company taxable income or net capital
gain that is not so distributed. In general, dividends will be treated as paid
when actually distributed, except that dividends declared in October, November
or December and made payable to shareholders of record in such a month will be
treated as having been paid by the Portfolio (and received by shareholders) on
December 31, if the dividend is paid in the following January. Each Portfolio
intends to satisfy the distribution requirement in each taxable year.
<PAGE>
Each Portfolio will not be subject to Federal excise tax or the related
distribution requirements for any taxable year in which all of its shares are
held by segregated asset accounts of life insurance companies held in connection
with variable contracts or are attributable to certain "seed money" in
accordance with Section 4982(f) of the Code.
Investment by a Portfolio in the stock of a "passive foreign investment
company" may cause the Portfolio to recognize income prior to the receipt of
distributions from such a company or to become subject to tax upon the receipt
of certain excess distributions from, or upon disposition of its stock of, such
a company, although an election may in some cases be available that would
ameliorate some of these adverse tax consequences.
Each Portfolio intends to comply with the diversification requirements
imposed by Section 817(h) of the Code and the regulations thereunder. These
requirements, which are in addition to the diversification requirements imposed
on a Portfolio by the Investment Company Act and Subchapter M of the Code, place
certain limitations on the assets of each separate account and, because Section
817(h) and those regulations treat the assets of the Portfolio as assets of the
related separate account, the assets of a Portfolio, that may be invested in
securities of a single issuer. Specifically, the regulations provide that,
except as permitted by the "safe harbor" described below, as of the end of each
calendar quarter or within 30 days thereafter no more than 55% of the total
assets of a Portfolio may be represented by any one investment, no more than 70%
by any two investments, no more than 80% by any three investments and no more
than 90% by any four investments. For this purpose, all securities of the same
issuer are considered a single investment, and while each U.S. Government agency
and instrumentality is considered a separate issuer, a particular foreign
government and its agencies, instrumentalities and political subdivisions are
considered the same issuer. Section 817(h) provides, as a safe harbor, that a
separate account will be treated as being adequately diversified if the
diversification requirements under Subchapter M are satisfied and no more than
55% of the value of the account's total assets are cash and cash items
(including receivables), U.S. Government securities and securities of other
regulated investment companies. Failure by a Portfolio to both quality as a
regulated investment company and satisfy the Section 817(h) requirements would
generally result in treatment of the variable contract holders other than as
described in the applicable variable contract prospectus, including inclusion in
ordinary income of income accrued under the contracts for the current and all
prior taxable years. Any such failure may also result in adverse tax
consequences for the insurance company issuing the contracts.
The Trust may therefore find it necessary to take action to ensure that a
Contract continues to qualify as a Contract under federal tax laws. The Trust,
for example, may be required to alter the investment objectives of a Portfolio
or substitute the shares of one Portfolio for those of another. No such change
of investment objectives or substitution of securities will take place without
notice to the shareholders of the affected Portfolio.
The Portfolios are not subject to Massachusetts corporate excise or
franchise tax. Provided that a Portfolio qualifies as a regulated investment
company under the Code, it will also not be required to pay any Massachusetts
income tax.
<PAGE>
FINANCIAL STATEMENTS
===============================================================================
Registrant incorporates by reference the audited financial
information for the Trust contained in the Trust's shareholder
report for the fiscal year ended December 31, 1994 as
previously filed electronically with the Securities and Exchange
Commission (Accession Number 0000715165-95-000017)
<PAGE>
APPENDIX
--------------------
WRIGHT QUALITY RATINGS
Wright Quality Ratings provide a means by which Wright evaluates certain
fundamental criteria for the measurement of the quality of an issuer's
securities.
Each rating is based on 32 individual measures of quality which can be
grouped into four components: (1) Investment Acceptance, (2) Financial Strength,
(3) Profitability and Stability, and (4) Growth. The total rating is three
letters and a numeral. The three letters measure (1) Investment Acceptance, (2)
Financial Strength, and (3) Profitability and Stability. Each letter reflects a
composite measurement of eight individual standards which are summarized as A:
Outstanding, B: Excellent, C: Good, D: Fair, L: Limited, and N: Not Rated. The
numeral rating reflects Growth and is a composite of eight individual standards
ranging from 0 to 20.
EQUITY SECURITIES
INVESTMENT ACCEPTANCE reflects the acceptability of a security by and its
marketability among investors, and the liquidity of the market for such
securities.
FINANCIAL STRENGTH represents the amount, adequacy and liquidity of the
corporation's resources in relation to current and potential requirements. Its
principal components are aggregate equity and total capital, the ratio of
invested equity capital to debt, the adequacy of net working capital, its fixed
charges coverage ratio and other appropriate criteria.
PROFITABILITY AND STABILITY measures the record of a corporation's
management in terms of (1) the rate and consistency of the net return on
shareholders' equity capital investment at corporate book value, and (2) the
profits or losses of the corporation during generally adverse economic periods,
including its ability to withstand adverse financial developments.
GROWTH measures the growth per common share of the corporation's equity
capital, earnings, and dividends, rather than the corporation's overall growth
of revenues and income.
These ratings are determined by specific quantitative formulae. A
distinguishing characteristic of these ratings is that The Wright Investment
Committee must review and accept each rating. The Committee may reduce a
computed rating of any company, but may not increase it.
<PAGE>
DEBT SECURITIES
Wright ratings for commercial paper, corporate bonds and bank certificates
of deposit consist of the two central positions of the four position
alphanumeric corporate equity rating. The two central positions represent those
factors which are particularly relevant to fixed income and reserve investments.
The first letter rating of the Wright four-part alphanumeric corporate
rating is not included in the ratings of fixed income securities since it
primarily reflects the adequacy of the floating supply of the company's common
shares for the investment of substantial funds. The numeric growth rating is not
included because this element is identified only with equity investments.
A-1 AND P-1 COMMERCIAL PAPER RATINGS
BY STANDARD & POOR'S AND MOODY'S
A Standard & Poor's Commercial Paper Rating is a current assessment of the
likelihood of timely payment of debt having an original maturity of no more than
365 days.
`A': Issues assigned this highest rating are regarded as having the
greatest capacity for timely payment. Issues in this category are delineated
with the numbers 1, 2, and 3 to indicate the relative degree of safety. The
`A-1' designation indicates that the degree of safety regarding timely payment
is either overwhelming or very strong. Those issues determined to possess
overwhelming safety characteristics will be denoted with a plus (+) sign
designation.
Issuers (or related supporting institutions) rated P-1 by Moody's have a
superior capacity for repayment of short-term promissory obligations. P-1
repayment capacity will normally be evidenced by the following characteristics:
-- Leading market positions in well-established industries.
-- High rates of return on funds employed.
-- Conservative capitalization structures with moderate reliance on debt
and ample asset protection.
-- Broad margins in earnings coverage of fixed financial charges and high
internal cash generation.
-- Well-established access to a range of financial markets and assured
sources of alternate liquidity.
<PAGE>
The commercial paper rating is not a recommendation to purchase or sell a
security. The ratings are based on current information furnished to Standard &
Poor's by the issuer or obtained from other sources it considers reliable. The
ratings may be changed, suspended or withdrawn as a result of changes in or
unavailability of such information.
BOND RATINGS
In addition to Wright quality ratings, bonds or bond insurers may be
expected to have credit risk ratings assigned by the two major rating companies,
Moody's and Standard & Poor's. Moody's uses a nine-symbol system with Aaa being
the highest rating and C the lowest. Standard & Poor's uses a 10-symbol system
that ranges from AAA to D. Bonds within the top four categories of Moody's (Aaa,
Aa, A, and Baa) and of Standard & Poor's (AAA, AA, A, and BBB) are considered to
be of investment-grade quality. Only the top three grades are acceptable for the
taxable Income Funds and only the top two grades are acceptable for the tax-free
Income Funds. Note that both Standard & Poor's and Moody's currently give their
highest rating to issuers insured by the American Municipal Bond Assurance
Corporation (AMBAC) or by the Municipal Bond Investors Assurance Corporation
(MBIA).
Bonds rated A by Standard & Poor's have a strong capacity to pay principal
and interest, although they are somewhat more susceptible to the adverse effects
of change in circumstances and economic conditions than debt in higher-rated
categories. The rating of AA is accorded to issues where the capacity to pay
principal and interest is very strong and they differ from AAA issues only in
small degree. The AAA rating indicates an extremely strong capacity to pay
principal and interest.
Bonds rated A by Moody's are judged by Moody's to possess many favorable
investment attributes and are considered as upper medium grade obligations.
Bonds rated Aa by Moody's are judged by Moody's to be of high quality by all
standards. Together with the Aaa group they comprise what are generally known as
high-grade bonds. They are rated lower than Aaa bonds because margins of
protection may not be as large or fluctuations of protective elements may be of
greater degree or there may be other elements present which make the long-term
risks appear somewhat larger. Bonds rated Aaa by Moody's are judged to be of the
best quality. Interest payments are protected by a large or by an exceptionally
stable margin and principal is secure. While the various protective elements are
likely to change, such changes as can be visualized are most unlikely to impair
the fundamentally strong position of such issuers.
<PAGE>
PART C
------------------
OTHER INFORMATION
ITEM 24. FINANCIAL STATEMENTS AND EXHIBITS
(A) FINANCIAL STATEMENTS
INCLUDED IN PART A:
Financial Highlights for Wright Total Return Bond Portfolio for
the year ended December 31, 1994 and for the period from the start
of business, December 7, 1993 to December 31, 1993.
Financial Highlights for Wright Near Term Bond Portfolio, Wright
Selected Blue Chip Portfolio and Wright International Blue Chip
Portfolio for the period from the start of business, January 6,
1994 to December 31, 1994.
INCLUDED IN PART B:
INCORPORATED BY REFERENCE TO THE ANNUAL REPORT FOR THE FUNDS DATED
DECEMBER 31,1994, FILED ELECTRONICALLY PURSUANT TO SECTION
30(B)(2) OF THE INVESTMENT COMPANY ACT OF 1940 (ACCESSION NO.
0000715165-95-000017).
For Wright Total Return Bond Portfolio:
Portfolio of Investments as of December 31, 1994
Statement of Assets and Liabilities as of December 31, 1994
Statement of Operations for the year ended December 31, 1994
Statement of Changes in Net Assets for the year ended December
31, 1994 and for the period from the start of business,
December 7, 1993 to December 31, 1994
Notes to Financial Statements
Independent Auditors' Report
For Wright Near Term Bond Portfolio,Wright Selected Blue Chip
Portfolio and Wright International Blue Chip Portfolio:
Portfolio of Investments as of December 31, 1994 Statement of
Assets and Liabilities as of December 31, 1994 Statement of
Operations for the period from the start of business, January
6, 1994 to December 31, 1994 Statement of Changes in Net
Assets for the period from the start of business, January 6,
1994 to December 31, 1994 Notes to Financial Statements
Independent Auditors' Report
(B) EXHIBITS:
(1) Declaration of Trust filed as Exhibit (1) to the Original
Registration Statement and incorporated herein by reference.
(2) By-laws filed as Exhibit(2)to the Original Registration Statement
and incorporated herein by reference.
(3) Not Applicable
(4) Not Applicable
<PAGE>
(5) Investment Advisory Contract between the Registrant and
Wright Investors' Service - filed as Exhibit (5) to
Post-Effective Amendment No. 1 on April 8, 1994 and incorporated
herein by reference.
(6) Not Applicable
(7) Not Applicable
(8) Custodian Agreement with Investors Bank & Trust Company filed as
Exhibit (8) to Post-Effective Amendment No. 1 on April 8, 1994
and incorporated herein by reference
(9) Administration Agreement between the Registrant and Eaton
Vance Management filed as Exhibit (9) to Post-Effective
Amendment No. 1 on April 8, 1994 and incorporated herein by
reference
(10) Opinion of Hale and Dorr filed as Exhibit (10) to Pre-Effective
Amendment No. 1 on July 16, 1993 and incorporated herein
by reference
(11) Consent of Independent Public Accountants - filed herewith.
(12) Not Applicable
(13) Not Applicable
(14) Not Applicable
(15) Not Applicable
(16) The Performance Information of the Registrant is Incorporated by
Reference from Part B, the Statement of Additional Information.
(17) Power of Attorney filed as Exhibit (17) to Pre-Effective
Amendment No.1 on July 16, 1993 and incorporated herein by
reference.
ITEM 25. PERSONS CONTROLLED BY OR UNDER COMMON CONTROL WITH REGISTRANT
Not Applicable
ITEM 26. NUMBER OF HOLDERS OF SECURITIES
Title of Class Number of Record Holders as of 3/31/95
- -------------------------------------------------------------------------------
Shares of Beneficial Interest
Wright Managed Money Market Portfolio (WMMP) --
Wright Near Term Bond Portfolio (WNTBP) 1
Wright Government Obligations Portfolio (GOP) --
Wright Total Return Bond Portfolio (WTRBP) 1
Wright Selected Blue Chip Portfolio (WSBCP) 1
Wright International Blue Chip Portfolio (WIBCP) 1
ITEM 27. INDEMNIFICATION
Except for the Declaration of Trust dated April 15, 1993 establishing the
Registrant as a Trust under Massachusetts law, there is no contract, arrangement
or statute under which any director, officer, underwriter or affiliated person
of the Registrant is insured or indemnified. The Declaration of Trust provides
that no Trustee or officer will be indemnified against any liability of which
the Registrant would otherwise be subject by reason of or for willful
misfeasance, bad faith, gross negligence or reckless disregard of such person's
duties.
<PAGE>
ITEM 28. BUSINESS AND OTHER CONNECTIONS OF INVESTMENT ADVISER
Reference is made to the information set forth under the caption "Management of
the Trust" in the Statement of Additional Information, which information is
incorporated herein by reference.
ITEM 29. PRINCIPAL UNDERWRITER
Not Applicable.
ITEM 30. LOCATION OF ACCOUNTS AND RECORDS
All applicable accounts, books and documents required to be maintained by the
Registrant by Section 31(a) of the Investment Company Act of 1940 and the Rules
promulgated thereunder are in the possession and custody of the Registrant's
custodian, Investors Bank & Trust Company, 24 Federal Street, Boston, MA 02110,
and its transfer agent, The Shareholder Services Group, Inc., One Exchange
Place, Boston, MA 02104, with the exception of certain corporate documents and
portfolio trading documents which are either in the possession and custody of
the Registrant's administrator, Eaton Vance Management, 24 Federal Street,
Boston, MA 02110 or of the investment adviser, Wright Investors' Service, 1000
Lafayette Boulevard, Bridgeport, CT 06604. Registrant is informed that all
applicable accounts, books and documents required to be maintained by registered
investment advisers are in the custody and possession of Registrant's
administrator, Eaton Vance Management, or of the investment adviser, Wright
Investors' Service.
ITEM 31. MANAGEMENT SERVICES
Not Applicable
ITEM 32. UNDERTAKINGS
(a) The Registrant undertakes to file a post-effective amendment, using
financial statements which need not be certified, within four to six
months from the effective date of any prior post-effective amendment
which made effective the registration of shares of a series of the
Registrant, unless such filing on behalf of that series has already
been made.
(b) The annual report also contains performance information and is
available to any recipient of the Prospectus upon request and without
charge by writing to the Wight Investors' Service Distributors, Inc.,
1000 Lafayette Boulevard, Bridgeport, Connecticut 06604.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933 and the Investment
Company Act of 1940, the Registrant certifies that it meets all of the
requirements for effectiveness of this amendment to the Registration Statement
pursuant to Rule 485(b) under the Securities Act of 1933 and has duly caused
this Amendment to the Registration Statement to be signed on its behalf by the
undersigned, thereunto duly authorized, in the City of Boston, and Commonwealth
of Massachusetts on the 24th day of April, 1995.
THE WRIGHT MANAGED BLUE CHIP SERIES TRUST
By: Peter M. Donovan*
Peter M. Donovan, President
Pursuant to the requirements of the Securities Act of 1933, this Amendment to
its Registration Statement has been signed below by the following persons in the
capacities and on the 24th day of April, 1995.
SIGNATURE TITLE
- ------------------------------------------------------------------------------
Peter M. Donovan* President
Peter M. Donovan (Principal Executive Officer & Trustee)
James L. O'Connor* Treasurer and Principal
James L. O'Connor Financial and Accounting Officer
/s/ H. Day Brigham, Jr. Trustee
H. Day Brigham, Jr.
Winthrop S. Emmet* Trustee
Winthrop S. Emmet
Jatin J. Mehta* Trustee
Jatin J. Mehta
A. M. Moody III* Trustee
A. M. Moody III
Lloyd F. Pierce* Trustee
Lloyd F. Pierce
George R. Prefer* Trustee
George R. Prefer
Raymond Van Houtte* Trustee
Raymond Van Houtte
* By: /s/ H. Day Brigham, Jr.
H. Day Brigham, Jr.
Attorney-in-Fact
<PAGE>
EXHIBIT INDEX
The following exhibits are filed as part of this amendment to the
Registration Statement pursuant to General Instructions E of Form N-1A.
Page in
Sequential
Numbering
Exhibit No. Description System
(11) Consent of Independent Certified Public Accountants
<PAGE>
EXHIBIT 11
INDEPENDENT AUDITORS' CONSENT
We consent to the use in this Post-Effective Amendment No. 2 to the
Registration Statement (1933 Act File No. 33-61314) of The Wright Managed Blue
Chip Series Trust of our report dated February 3, 1995 which is incorporated by
reference in the Statement of Additional Information and to the references to us
under the heading "Financial Highlights" appearing in the Prospectus which is
part of such Registration Statement.
DELOITTE & TOUCHE LLP
Boston, Massachusetts
April 24, 1995
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 6
<CIK> 0000901382
<NAME> WRIGHT MANAGED BLUE CHIP SERIES TRUST
<SERIES>
<NUMBER> 1
<NAME> WRIGHT TOTAL RETURN BOND PORTFOLIO
<S> <C>
<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> DEC-31-1994
<PERIOD-END> DEC-31-1994
<INVESTMENTS-AT-COST> 542,689
<INVESTMENTS-AT-VALUE> 503,374
<RECEIVABLES> 14,763
<ASSETS-OTHER> 6,891
<OTHER-ITEMS-ASSETS> 2,468
<TOTAL-ASSETS> 527,496
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 7,113
<TOTAL-LIABILITIES> 7,113
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 560,475
<SHARES-COMMON-STOCK> 58,846
<SHARES-COMMON-PRIOR> 0
<ACCUMULATED-NII-CURRENT> (777)
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> (39,315)
<NET-ASSETS> 520,383
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 22,332
<OTHER-INCOME> 0
<EXPENSES-NET> 3,737
<NET-INVESTMENT-INCOME> 18,595
<REALIZED-GAINS-CURRENT> (777)
<APPREC-INCREASE-CURRENT> (38,541)
<NET-CHANGE-FROM-OPS> (20,723)
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> (18,595)
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 81,960
<NUMBER-OF-SHARES-REDEEMED> 42,018
<SHARES-REINVESTED> 2,069
<NET-CHANGE-IN-ASSETS> 353,157
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 1,861
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 29,080
<AVERAGE-NET-ASSETS> 401,282
<PER-SHARE-NAV-BEGIN> 9.93
<PER-SHARE-NII> 0.398
<PER-SHARE-GAIN-APPREC> (1.090)
<PER-SHARE-DIVIDEND> (0.398)
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 8.84
<EXPENSE-RATIO> 0.90
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<CIK> 0000901382
<NAME> WRIGHT MANAGED BLUE CHIP SERIES TRUST
<SERIES>
<NUMBER> 2
<NAME> WRIGHT NEAR TERM BOND PORTFOLIO
<S> <C>
<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> DEC-31-1994
<PERIOD-END> DEC-31-1994
<INVESTMENTS-AT-COST> 438,296
<INVESTMENTS-AT-VALUE> 420,052
<RECEIVABLES> 17,399
<ASSETS-OTHER> 7,030
<OTHER-ITEMS-ASSETS> 14,052
<TOTAL-ASSETS> 458,533
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 7,045
<TOTAL-LIABILITIES> 7,045
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 475,604
<SHARES-COMMON-STOCK> 48,408
<SHARES-COMMON-PRIOR> 0
<ACCUMULATED-NII-CURRENT> (5,872)
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> (18,244)
<NET-ASSETS> 451,488
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 18,513
<OTHER-INCOME> 0
<EXPENSES-NET> 3,855
<NET-INVESTMENT-INCOME> 14,658
<REALIZED-GAINS-CURRENT> (5,872)
<APPREC-INCREASE-CURRENT> (18,244)
<NET-CHANGE-FROM-OPS> (9,458)
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> (14,658)
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 97,510
<NUMBER-OF-SHARES-REDEEMED> 50,644
<SHARES-REINVESTED> 1,542
<NET-CHANGE-IN-ASSETS> 451,488
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 1,921
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 22,814
<AVERAGE-NET-ASSETS> 452,275
<PER-SHARE-NAV-BEGIN> 10.00
<PER-SHARE-NII> 0.324
<PER-SHARE-GAIN-APPREC> (0.670)
<PER-SHARE-DIVIDEND> (0.324)
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 9.33
<EXPENSE-RATIO> 0.90
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<CIK> 0000901382
<NAME> WRIGHT MANAGED BLUR CHIP SERIES TRUST
<SERIES>
<NUMBER> 3
<NAME> WRIGHT SELECTED BLUE CHIP PORTFOLIO
<S> <C>
<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> DEC-31-1994
<PERIOD-END> DEC-31-1994
<INVESTMENTS-AT-COST> 1,452,694
<INVESTMENTS-AT-VALUE> 1,426,790
<RECEIVABLES> 7,335
<ASSETS-OTHER> 7,035
<OTHER-ITEMS-ASSETS> 18,789
<TOTAL-ASSETS> 1,459,949
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 7,484
<TOTAL-LIABILITIES> 7,484
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 1,498,107
<SHARES-COMMON-STOCK> 155,887
<SHARES-COMMON-PRIOR> 0
<ACCUMULATED-NII-CURRENT> 5,013
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> (24,751)
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> (25,904)
<NET-ASSETS> 1,452,465
<DIVIDEND-INCOME> 19,514
<INTEREST-INCOME> 0
<OTHER-INCOME> 0
<EXPENSES-NET> 9,708
<NET-INVESTMENT-INCOME> 9,806
<REALIZED-GAINS-CURRENT> (24,751)
<APPREC-INCREASE-CURRENT> (25,904)
<NET-CHANGE-FROM-OPS> (40,849)
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 9,294
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 160,250
<NUMBER-OF-SHARES-REDEEMED> 42,018
<SHARES-REINVESTED> 2,069
<NET-CHANGE-IN-ASSETS> 1,452,465
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 5,488
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 27,858
<AVERAGE-NET-ASSETS> 907,275
<PER-SHARE-NAV-BEGIN> 10.00
<PER-SHARE-NII> 0.092
<PER-SHARE-GAIN-APPREC> (0.712)
<PER-SHARE-DIVIDEND> (0.060)
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 9.32
<EXPENSE-RATIO> 1.15
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 6
<CIK> 0000901382
<NAME> WRIGHT MANAGED BLUE CHIP SERIES TRUST
<SERIES>
<NUMBER> 4
<NAME> WRIGHT INTERNATIONAL BLUE CHIP PORTFOLIO
<S> <C>
<PERIOD-TYPE> 12-MOS
<FISCAL-YEAR-END> DEC-31-1994
<PERIOD-END> DEC-31-1994
<INVESTMENTS-AT-COST> 1,242,231
<INVESTMENTS-AT-VALUE> 1,169,481
<RECEIVABLES> 7,479
<ASSETS-OTHER> 7,031
<OTHER-ITEMS-ASSETS> 54,028
<TOTAL-ASSETS> 1,238,019
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 9,073
<TOTAL-LIABILITIES> 9,073
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 1,298,164
<SHARES-COMMON-STOCK> 134,527
<SHARES-COMMON-PRIOR> 0
<ACCUMULATED-NII-CURRENT> 3,533
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> (72,751)
<NET-ASSETS> 1,228,946
<DIVIDEND-INCOME> 14,581
<INTEREST-INCOME> 0
<OTHER-INCOME> (489)
<EXPENSES-NET> 32,609
<NET-INVESTMENT-INCOME> 1,299
<REALIZED-GAINS-CURRENT> 0
<APPREC-INCREASE-CURRENT> (72,751)
<NET-CHANGE-FROM-OPS> (71,452)
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 673
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 143,858
<NUMBER-OF-SHARES-REDEEMED> 9,405
<SHARES-REINVESTED> 74
<NET-CHANGE-IN-ASSETS> 1,228,946
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 5,535
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 32,609
<AVERAGE-NET-ASSETS> 794,316
<PER-SHARE-NAV-BEGIN> 10.00
<PER-SHARE-NII> 0.031
<PER-SHARE-GAIN-APPREC> (0.886)
<PER-SHARE-DIVIDEND> (0.005)
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 9.14
<EXPENSE-RATIO> 1.80
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
